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

Suspension of Use of Registration Statement. (a) Upon prior written notice to the Demand Committee and the Covered Persons, the Company may postpone effecting a registration (or suspend the use of a Resale Shelf Registration Statement or Shelf Registration) pursuant to Section 2.2 and Section 2.3 on up to three occasions during any period of six consecutive months for a reasonable time specified in the notice but not exceeding 120 days in the aggregate (which period may not be extended or renewed), if (i) the Board determines in good faith that effecting the registration (or permitting sales under an effective registration) would materially and adversely affect an offering of securities of the Company; (ii) a Demand Registration or a Piggyback Registration (defined in Section 2.5(a) below) in which Covered Persons were able to participate was completed within the prior 90 days; or (iii) the Company is in possession of material non-public information and the Board determines in good faith that the disclosure of such information during the period specified in such notice would not be in the best interests of the Company.

Appears in 4 contracts

Samples: Registration Rights Agreement (Och-Ziff Capital Management Group LLC), Registration Rights Agreement (Och Daniel), Registration Rights Agreement (Och-Ziff Capital Management Group LLC)

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