Suspension of Effectiveness. If the Company shall furnish to the Investor a certificate signed by the President or Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it is necessary to suspend the effectiveness of any registration statement filed hereunder, the Company shall have the right, exercisable two (2) times only in any consecutive twelve (12) month period, to suspend the effectiveness of the registration statement with respect to such offering for a period of not more than an aggregate of ninety (90) days per suspension.
Suspension of Effectiveness. At least five Business Days prior to any disposition of Registrable Securities, a Holder shall advise the Company of the dates on which such disposition is expected to commence and terminate, the number of Registrable Securities expected to be sold, the method of disposition and such other information as the Company may reasonably request in order to supplement the related prospectus in accordance with the Applicable Securities Laws. The Company may suspend dispositions under the registration statement and notify the Holder that it may not sell the Registrable Securities pursuant to any registration statement or prospectus (a "Blocking Notice") if (a) the Company's management determines in its reasonable good faith judgment that the Company's obligation to ensure that such registration statement and prospectus are current and complete would require the Company to take actions that might reasonably be expected to have a detrimental effect on any proposal, negotiations or plan by the Company or any of its subsidiaries to engage in any acquisition of assets (other than in the ordinary course of business) or any merger, consolidation, tender offer, reorganization or similar transaction or (b) the Company determines that the registration statement, the prospectus, any amendment or supplement thereto, or any document incorporated by reference therein contains an untrue statement of a material fact or omits to state a material fact required to be stated therein or necessary to make the statements therein not misleading or requires the making of any additions to or changes in the registration statement or the prospectus in order to make the statements therein not misleading; provided that such suspension may not exceed 60 days. Each Holder agrees by acquisition of the Registrable Securities that, upon receipt of a Blocking Notice from the Company, such Holder shall not dispose of, sell or offer for sale any Registrable Securities pursuant to a registration statement until such Holder receives (a) copies of the supplemented or amended prospectus, or a written determination from counsel for the Company that such disclosure is not required due to subsequent events, (b) notice in writing (the "Advice") from the Company that the use of the prospectus may be resumed and (c) copies of any additional or supplemental filings that are incorporated by reference in the prospectus. If so directed by the Company in connection with any Blocking Notice, each Holder will deliver t...
Suspension of Effectiveness. Notwithstanding anything to the contrary in this Agreement, the Company shall not be obligated to keep a Registration Statement or a Shelf Registration Statement continuously effective pursuant to Section 2(a)(i)(4) or Section 2(c) and may suspend the use of the prospectus included therein, if the Company determines in good faith judgment, after consultation with independent outside counsel to the Company, it would be materially detrimental to the Company or its security holders not to suspend the use of such Registration Statement or Shelf Registration Statement; provided, however, that the Company shall not be permitted to (i) suspend the use of the Registration Statement or Shelf Registration Statement, as applicable, for a period exceeding 30 days in succession or (ii) provide a Suspension Notice (as defined below) more than two (2) times in any twelve (12) month period. In the case of an event that causes the Company to suspend the use of a Registration Statement or Shelf Registration filed pursuant to the terms herein (a “Suspension Event”), the Company shall give a certificate by an executive officer of the Company providing notice to the Requesting Holders (a “Suspension Notice”) to suspend sales of the Registrable Securities and such notice shall represent the basis for the notice and that such suspension shall continue only for so long as the Suspension Event or its effect is continuing. The Requesting Holders may recommence effecting sales of the Registrable Securities pursuant to the Registration Statement or Shelf Registration Statement, as applicable, following further written notice in a certificate by an executive officer of the Company representing to such effect (an “End of Suspension Notice”) from the Company, which End of Suspension Notice shall be given by the Company to the Requesting Holders promptly following the conclusion of any Suspension Event or its effect.
Suspension of Effectiveness. The Company's obligations under Section 2(a) and Section 3(a) shall not restrict its ability to suspend the effectiveness of, or direct Holders not to offer or sell securities under, any Demand Registration or a Piggy-Back Registration, at any time, for such reasonable period of time not to exceed 60 days which the Company believes is necessary to prevent the premature disclosure of any events or information having a material effect on the Company. In addition, the Company shall not be required to keep a Piggy-Back Registration or any Demand Registration, effective, or may, without suspending such effectiveness, instruct the holders of Registrable Shares included in a Piggy-Back Registration or any Demand Registration, not to sell such securities, during any period during which the Company is instructed, directed, ordered or otherwise requested by any governmental agency or self-regulatory organization to stop or suspend such trading or sales.
Suspension of Effectiveness. The Company's obligations under Section 4(a) above shall not restrict its ability to suspend the effectiveness of, or direct the Holders not to offer or sell securities under, any Registration Statement, at any time, for such reasonable period of time which the Company believes is necessary to prevent the premature disclosure of any events or information having a material effect on the Company. In addition, the Company shall not be required to keep any Registration Statement effective, or may, without suspending such effectiveness, instruct the Holders not to sell such securities, during any period during which the Company is instructed, directed, ordered or otherwise requested by any governmental agency or self-regulatory organization to stop or suspend such trading or sales.
Suspension of Effectiveness. If the Company shall furnish to the Investor a certificate signed by the President or Chief Executive Officer of the Company stating that, in the good faith judgment of the Board of Directors of the Company, it is necessary to suspend the effectiveness of any registration statement filed hereunder, the Company shall have the right, exercisable two (2) times only in any consecutive
Suspension of Effectiveness. Nothing herein, including the Company's obligation under Section 2, shall restrict its ability to suspend the effectiveness of the Shelf Registration at any time, for such reasonable period of time which the Company believes is necessary to prevent the premature disclosure of any events or information having a material effect on the Company. In addition, the Company shall not be required to keep the Shelf Registration effective, or may, without suspending such effectiveness, instruct the holders of Registrable Shares included in the Shelf Registration not to sell such shares, during any period during which the Company is instructed, directed, ordered or otherwise requested by any governmental agency or self-regulatory organization to stop or suspend such trading or sales.
Suspension of Effectiveness. The Purchaser's obligations under Section 4.1 (a) above shall not restrict its ability to suspend the effectiveness of, or direct any Seller not to offer or sell securities under, the Registration Statement, at any time, for such reasonable period of time which the Purchaser believes is necessary to prevent the premature disclosure of any events or information having a material effect on the Purchaser. In addition, the Purchaser shall not be required to keep the Registration Statement effective, or may, without suspending such effectiveness, instruct any Seller not to sell such securities, during any period during which the Purchaser is instructed, directed, ordered or otherwise requested by any governmental agency or self-regulatory organization to stop or suspend such trading or sales.
Suspension of Effectiveness. If the Company furnishes to the Holders of Registrable Securities included in an effective registration statement under this Agreement a certificate signed by an officer of the Company stating that in the good faith judgment of the Board of Directors the continued effectiveness of any registration statement effected hereunder would be significantly detrimental to the Company or its stockholders, then the Company may suspend effectiveness of such registration statement for a period not to exceed ninety (90) days (the “Suspension Period”); provided, however, that the Company shall not exercise such right more than once in any six-month period. During any Suspension Period, each Holder agrees that it shall not offer or sell any Securities pursuant to the registration statement that has been suspended until such Holder receives written notice from the Company that the Suspension Period has terminated and that the sale of Securities under the registration statement may be resumed.
Suspension of Effectiveness. For not more than twenty (20) consecutive days or for a total of not more than sixty (60) days in any twelve (12) month period, the Company may delay the disclosure of material non-public information concerning the Company, by suspending the use of any Prospectus included in any registration contemplated by this Section containing such information, the disclosure of which at the time is not, in the good faith opinion of the Company, in the best interests of the Company (an “Allowed Delay”); provided, that the Company shall promptly (a) notify the Purchasers in writing of the existence of (but in no event, without the prior written consent of an Investor, shall the Company disclose to such Investor any of the facts or circumstances regarding) material non-public information giving rise to an Allowed Delay, (b) advise the Purchasers in writing to cease all sales under the Registration Statement until the end of the Allowed Delay and (c) use commercially reasonable efforts to terminate an Allowed Delay as promptly as practicable.
