Common use of Suspension of Use of Registration Statement Clause in Contracts

Suspension of Use of Registration Statement. Notwithstanding anything to the contrary contained in this Agreement, the Company shall be entitled, from time to time, by providing notice to the Holders who elected to participate in the Shelf Registration Statement, to require such Holders to suspend the use of the prospectus for sales of Registrable Securities under the Shelf Registration Statement for a reasonable period of time not to exceed 60 days in succession or 90 days in the aggregate in any twelve month period (a “Suspension Period”) if the Board determines in good faith and in its reasonable judgment that it is required to disclose in the Shelf Registration a Disadvantageous Condition. Immediately upon receipt of such notice, the Holders covered by the Shelf Registration Statement shall suspend the use of the prospectus until the requisite changes to the prospectus have been made as required below. Any Suspension Period shall terminate at such time as the public disclosure of such information is made. After the expiration of any Suspension Period and without any further request from a Holder, the Company shall as promptly as practicable prepare a post-effective amendment or supplement to the Shelf Registration Statement or the prospectus, or any document incorporated therein by reference, or file any other required document so that, as thereafter delivered to purchasers of the Registrable Securities included therein, the prospectus will not include an untrue statement of a material fact or omit to state any material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading.

Suspension of Use of Registration Statement. Notwithstanding anything to the contrary contained in this AgreementThe Holder agrees that, the Company shall be entitled, from time to time, by providing notice to the Holders who elected to participate in the Shelf Registration Statement, to require such Holders to suspend the use of the prospectus for sales of Registrable Securities under the Shelf Registration Statement for a reasonable period of time not to exceed 60 days in succession or 90 days in the aggregate in any twelve month period (a “Suspension Period”) if the Board determines in good faith and in its reasonable judgment that it is required to disclose in the Shelf Registration a Disadvantageous Condition. Immediately upon receipt of such notice, any notice from the Holders covered by Company of (A) the Shelf Registration Statement shall suspend the use of the prospectus until the requisite changes to the prospectus have been made as required below. Any Suspension Period shall terminate at such time as the public disclosure of such information is made. After the expiration happening of any Suspension Period and without event which makes any further request from a Holder, statements made in the Company shall as promptly as practicable prepare a post-effective amendment registration statement or supplement related prospectus filed pursuant to the Shelf Registration Statement or the prospectusthis Investor Rights Agreement, or any document incorporated or deemed to be incorporated therein by reference, untrue in any material respect or file which requires the making of any other required document changes in such registration statement or prospectus so that, as thereafter delivered to purchasers in the case of the Registrable Securities included thereinsuch registration statement, the prospectus it will not include an contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances circumstance under which they were made, not misleadingmisleading or (B) that, in the judgment of the Company’s Board of Directors, it is advisable to suspend use of the prospectus for a discrete period of time due to pending corporate developments which are or may be material to the Company but have not been disclosed in the registration statement or in relevant public filings with the Commission, or (C) the Commission has issued a stop order suspending the effectiveness of the registration statement, such Holder will forthwith discontinue disposition of such Registrable Securities covered by such registration statement or prospectus until it is advised in writing by the Company that use of the applicable prospectus may be resumed, and has received copies of any additional or supplemented filings that are incorporated or deemed to be incorporated by reference in such prospectus; provided, however, that the Company may not suspend use of the prospectus pursuant to the foregoing clause (B) more than 90 consecutive calendar days or an aggregate of 120 calendar days in any twelve-month period without incurring or accruing the obligation to pay additional interest pursuant to Section 10. The Company shall use all reasonable best efforts to insure that the use of the prospectus may be resumed as soon as practicable.

Suspension of Use of Registration Statement. Notwithstanding anything to the contrary contained in this Agreement, Holder hereby acknowledges that there may occasionally be times when the Company shall be entitled, from time to time, by providing notice to the Holders who elected to participate in the Shelf Registration Statement, to require such Holders to must suspend the use of the prospectus for sales forming a part of Registrable Securities under the Shelf Registration Statement for a reasonable period of until such time not as an amendment to exceed 60 days in succession such Registration Statement has been filed by the Company and declared effective by the SEC or 90 days in until the aggregate in any twelve month period (a “Suspension Period”) if the Board determines in good faith and in its reasonable judgment Company has amended or supplemented such prospectus. The Holder hereby covenants that it is required will not sell any securities pursuant to disclose in said prospectus during the Shelf Registration a Disadvantageous Condition. Immediately upon receipt period commencing at the time at which the Company gives the Holder notice of such notice, the Holders covered by the Shelf Registration Statement shall suspend suspension of the use of said prospectus and ending at the prospectus until time the requisite changes Company gives the Holder notice that Holder may thereafter effect sales pursuant to said prospectus. Notwithstanding anything herein to the prospectus have been made as required below. Any Suspension Period shall terminate at such time as the public disclosure of such information is made. After the expiration of any Suspension Period and without any further request from a Holdercontrary, the Company shall as promptly as practicable prepare a post-effective amendment not suspend use of the Registration Statement by Holder unless such suspension is (a) required by any federal or supplement state governmental authority or (b) in the opinion of the Company’s counsel, necessary to make changes in the Shelf Registration Statement or the prospectus, or any document incorporated or deemed to be incorporated therein by reference, or file any other required document so that, as thereafter delivered to purchasers in the case of the Registrable Securities included thereinRegistration Statement, the prospectus it will not include an contain any untrue statement of a material fact or omit any omission to state any a material fact required to be stated therein or necessary to make the statements therein not misleading, and that in the case of the prospectus, it will not contain any untrue statement of a material fact or any omission to state a material fact required to be stated therein, in the light of the circumstances under which they were made, not misleading.

Suspension of Use of Registration Statement. Notwithstanding anything At any time, when a Registration Statement effected pursuant to Sections 2.1 or 2.2 relating to Registrable Securities is effective and a prospectus relating thereto is required to be delivered under the contrary contained in this AgreementSecurities Act, that the Company shall be entitled, from time to time, by providing notice to becomes aware that the Holders who elected to participate prospectus included in the Shelf such Registration Statement, to require such Holders to suspend the use of the prospectus for sales of Registrable Securities under the Shelf Registration Statement for a reasonable period of time not to exceed 60 days as then in succession or 90 days in the aggregate in any twelve month period (a “Suspension Period”) if the Board determines in good faith and in its reasonable judgment that it is required to disclose in the Shelf Registration a Disadvantageous Condition. Immediately upon receipt of such noticeeffect, the Holders covered by the Shelf Registration Statement shall suspend the use of the prospectus until the requisite changes to the prospectus have been made as required below. Any Suspension Period shall terminate at such time as the public disclosure of such information is made. After the expiration of any Suspension Period and without any further request from a Holder, the Company shall as promptly as practicable prepare a post-effective amendment or supplement to the Shelf Registration Statement or the prospectus, or any document incorporated therein by reference, or file any other required document so that, as thereafter delivered to purchasers of the Registrable Securities included therein, the prospectus will not include includes an untrue statement of a material fact or omit omits to state any a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, the Company shall promptly provide the Holders written notice thereof, and the Holders shall suspend sales of Registrable Securities pursuant to such Registration Statement until the date upon which the Company notifies the Holders the prospectus included in such Registration Statement, as then supplemented or amended, no longer includes 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, in the light of the circumstances under which they were made, not misleading. In such event, the Company shall promptly make such disclosure as necessary to enable such continued sales under the Registration Statement, provided, however, that if the Company, in good faith determines that such amendment or supplement would require disclosure of material information which the Company has a bona fide business purpose for preserving as confidential the Company may delay making such amendment or supplement for up to 90 days.