Common use of Permitted Interruptions Clause in Contracts

Permitted Interruptions. (a) During the Restricted Period, Xxxxx Limited shall have the right, by written notice to the Investors, to suspend, on one or more instances, sales of Registrable Securities by the Investors pursuant to the Registration Statement once effective for not more than sixty (60) days in the aggregate for all such periods (each such period, a “Permitted Interruption”) in the event that there is (i) a possible acquisition, business combination or other transaction, financing, business development or other event involving Xxxxx Limited or any of its Affiliates that would, in the good faith determination of Bunge Limited, require disclosure in a Registration Statement or in any prospectus related to sales of securities of Xxxxx Limited to avoid a Violation, and Xxxxx Limited determines, in the exercise of its reasonable judgment, that such disclosure is not in the best interest of Xxxxx Limited or that obtaining financial statements relating to any such acquisition or business combination or other transaction that are required to be included in the Registration Statement or in any prospectus related to sales of securities of Xxxxx Limited, after using its reasonable best efforts to obtain such financial statements, would be impractical, (ii) a Non-Discretionary Interruption Event or (iii) the happening of any event that requires Xxxxx Limited to make changes in such Registration Statement in order cure a Violation (any such events described in the foregoing subclauses (i) through (iii), an “Interruption Event”).

Appears in 2 contracts

Samples: Registration Rights and Conditions of Transfers Agreement (Bunge LTD), Registration Rights and Conditions of Transfers Agreement (Bunge LTD)

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Permitted Interruptions. (a) During the Restricted Period, Xxxxx Limited shall have the right, by written notice to the Investors, to suspend, on one or more instances, sales of Registrable Securities by the Investors pursuant to the Registration Statement once effective for not more than sixty (60) days in the aggregate for all such periods (each such period, a “Permitted Interruption”) in the event that there is (i) a possible acquisition, business combination or other transaction, financing, business development or other event involving Xxxxx Limited or any of its Affiliates that would, in the good faith determination of Bunge Xxxxx Limited, require disclosure in a Registration Statement or in any prospectus related to sales of securities of Xxxxx Limited to avoid a Violation, and Xxxxx Limited determines, in the exercise of its reasonable judgment, that such disclosure is not in the best interest of Xxxxx Limited or that obtaining financial statements relating to any such acquisition or business combination or other transaction that are required to be included in the Registration Statement or in any prospectus related to sales of securities of Xxxxx Limited, after using its reasonable best efforts to obtain such financial statements, would be impractical, (ii) a Non-Discretionary Interruption Event or (iii) the happening of any event that requires Xxxxx Limited to make changes in such Registration Statement in order cure a Violation (any such events described in the foregoing subclauses (i) through (iii), an “Interruption Event”).

Appears in 2 contracts

Samples: Registration Rights and Conditions of Transfers Agreement (Bunge LTD), Registration Rights and Conditions of Transfers Agreement (Bunge LTD)

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Permitted Interruptions. (a) During the Restricted Period, Xxxxx Limited shall have the right, by written notice to the InvestorsInvestor, to suspend, on one or more instances, sales of Registrable Securities by the Investors Investor pursuant to the Registration Statement once effective for not more than sixty (60) days in the aggregate for all such periods (each such period, a “Permitted Interruption”) in the event that there is (i) a possible acquisition, business combination or other transaction, financing, business development or other event involving Xxxxx Limited or any of its Affiliates that would, in the good faith determination of Bunge Limited, require disclosure in a Registration Statement or in any prospectus related to sales of securities of Xxxxx Limited to avoid a Violation, and Xxxxx Limited determines, in the exercise of its reasonable judgment, that such disclosure is not in the best interest of Xxxxx Limited or that obtaining financial statements relating to any such acquisition or business combination or other transaction that are required to be included in the Registration Statement or in any prospectus related to sales of securities of Xxxxx Limited, after using its reasonable best efforts to obtain such financial statements, would be impractical, (ii) a Non-Discretionary Interruption Event or (iii) the happening of any event that requires Xxxxx Limited to make changes in such Registration Statement in order cure a Violation (any such events described in the foregoing subclauses (i) through (iii), an “Interruption Event”).

Appears in 1 contract

Samples: Registration Rights and Conditions of Transfers Agreement (Bunge LTD)

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