Common use of Material Events; Suspension of Sales Clause in Contracts

Material Events; Suspension of Sales. Notwithstanding the provisions contained in this Section 2, in the event that, in the judgment of the Company's Board of Directors, it is advisable to suspend use of the Prospectus due to pending corporate developments, public filings with the SEC or similar events, the Company shall promptly deliver a written certificate to each registered Holder, the Special Counsel and the managing underwriters, if any, to the effect that the use of the Prospectus is to be suspended until the Company shall deliver a written notice that the use of the Prospectus may be resumed. Thereafter, the use of the Prospectus shall be suspended, and the Company shall not be required to maintain the effectiveness of, or amend or update the Shelf Registration Statement, or amend or supplement the Prospectus; provided, however, that the Company shall only be permitted to suspend the use of the Prospectus for a period not to exceed 30 days in any six-month period or two periods not to exceed an aggregate of 60 days in any 12-month period. The Company will use its best efforts to ensure that the use of the Prospectus may be resumed as soon as, in the judgment of the Company's Board of Directors, disclosure of the material relating to such pending development, filing or event would not have a materially adverse effect on the Company. If the Company shall give any such suspension notice pursuant to this Section 2(e), the Effectiveness Period shall be extended by the number of days during such period from and including the date of giving such notice to and including the date when each Holder shall have received notice that use of the Prospectus may be resumed.

Material Events; Suspension of Sales. Notwithstanding the provisions contained in this Section 2, in the event that, in the judgment of the Company's Board of Directors, it is advisable to suspend use of the Prospectus due to pending corporate developments, public filings with the SEC or similar events, the Company shall promptly deliver a written certificate to each registered Holder, the Special Counsel Trustee, the Transfer Agent and the managing underwriters, if any, to the effect that the use of the Prospectus is to be suspended until the Company shall deliver a written notice that the use of the Prospectus may be resumed. Thereafter, the use of the Prospectus shall be suspended, and the Company shall not be required to maintain the effectiveness of, or amend or update the Shelf Registration Statement, or amend or supplement the Prospectus; provided, however, that the Company shall only be permitted to suspend the use of the Prospectus for a period not to exceed 30 days in any six-month period or two periods not to exceed an aggregate of 60 days in any 12-month period. The Company will use its best efforts to ensure that the use of the Prospectus may be resumed as soon as, in the judgment of the Company's Board of Directors, disclosure of the material relating to such pending development, filing or event would not have a materially material adverse effect on the Company. If the Company shall give any such suspension notice pursuant to this Section 2(e), the Effectiveness Period shall be extended by the number of days during such period from and including the date of giving such notice to and including the date when each Holder shall have received notice that use of the Prospectus may be resumed.

Material Events; Suspension of Sales. Notwithstanding the provisions contained in this Section 2, in the event that, in the judgment of the Company's Board of Directors, it is advisable to suspend use of the Prospectus due to pending corporate developments, public filings with the SEC or similar events, the Company shall promptly deliver a written certificate to each registered Holder, the Special Counsel Trustee, the Transfer Agent and the managing underwriters, if any, to the effect that the use of the Prospectus is to be suspended until the Company shall deliver a written notice that the use of the Prospectus may be resumed. Thereafter, the use of the Prospectus shall be suspended, and the Company shall not be required to maintain the effectiveness of, or amend or update the Shelf Registration Statement, or amend or supplement the Prospectus; provided, however, that the Company shall only be permitted to suspend the use of the Prospectus for a period not to exceed 30 days in any six-six- month period or two periods not to exceed an aggregate of 60 days in any 12-12- month period. The Company will use its best efforts to ensure that the use of the Prospectus may be resumed as soon as, in the judgment of the Company's Board of Directors, disclosure of the material relating to such pending development, filing or event would not have a materially material adverse effect on the Company. If the Company shall give any such suspension notice pursuant to this Section 2(e), the Effectiveness Period shall be extended by the number of days during such period from and including the date of giving such notice to and including the date when each Holder shall have received notice that use of the Prospectus may be resumed.

Material Events; Suspension of Sales. Notwithstanding the provisions contained in this Section 2section, in the event that, in the judgment of the CompanyIssuer's Board of Directors, it is advisable to suspend use of the Prospectus due to pending corporate developments, public filings with the SEC Commission or similar events, the Company Issuer shall promptly deliver a written certificate to each registered Holder, the Special Counsel and the managing underwriters, if any, Holder to the effect that the use of the Prospectus is to be suspended until the Company Issuer shall deliver a written notice that the use of the Prospectus may be resumedresumed (in each case, a "Suspension Notice"). Thereafter, the use of the Prospectus shall be suspended, and the Company Issuer shall not be required to maintain the effectiveness of, or amend or update the Shelf Registration Statement, or amend or supplement the Prospectus; provided, however, provided that the Company Issuer shall only be permitted to suspend the use of the Prospectus for a period not to exceed 30 days in any six-month period or two periods not to exceed an aggregate of 60 days in any 12-month period. The Company issuer will use its best efforts to ensure that the use of the Prospectus may be resumed as soon as, in the judgment of the CompanyIssuer's Board of Directors, disclosure of the material relating to such pending development, filing or event would not have a materially adverse effect on the CompanyIssuer or the Guarantors. If the Company Issuer shall give any such suspension notice pursuant to this Section 2(e6(e), the Effectiveness Period time period regarding the effectiveness of such Registration Statement set forth in Section 3 or 4 hereof, as applicable, shall be extended by a number of days equal to the number of days during such in the period from and including the date of giving such notice delivery of the Suspension Notice to and including the date when each Holder shall have received notice that use of the Prospectus may be resumed.

Material Events; Suspension of Sales. Notwithstanding the provisions contained in this Section 2, in the event that, in the judgment of the Company's Board of Directors, it is advisable to suspend use of the Prospectus due to pending corporate developments, public filings with the SEC or similar events, the Company shall promptly deliver a written certificate to each registered Holder, the Special Counsel Trustee, the Transfer Agent and the managing underwriters, if any, to the effect that the use of the Prospectus is to be suspended until the Company shall deliver a written notice that the use of the Prospectus may be resumed. Thereafter, the use of the Prospectus shall be suspended, and the Company shall not be required to maintain the effectiveness of, or amend or update the Shelf Registration Statement, or amend or supplement the Prospectus; provided, however, that the Company shall only be permitted to suspend the use of the Prospectus for a period not to exceed 30 45 days in any sixthree-month period or two periods not to exceed or, an aggregate of 60 90 days in any 12-month period. The Company will use its best efforts to ensure that the use of the Prospectus may be resumed as soon as, in the judgment of the Company's Board of Directors, disclosure of the material relating to such pending development, filing or event would not have a materially material adverse effect on the Company. If the Company shall give any such suspension notice pursuant to this Section 2(e), the Effectiveness Period shall be extended by the number of days during such period from and including the date of giving such notice to and including the date when each Holder shall have received notice that use of the Prospectus may be resumed.

Material Events; Suspension of Sales. Notwithstanding the provisions contained in this Section 2, in the event that, in the judgment of the Company's Board of DirectorsDirectors upon the advice of counsel, it is advisable to suspend use of the Prospectus due to pending corporate developments, developments or public filings with the SEC or similar eventsSEC, the Company shall promptly deliver a written certificate to each registered Holder, the Special Counsel Trustee, the Transfer Agent and the managing underwriters, if any, Warrant Agent to the effect that the use of the Prospectus is to be suspended until the Company shall deliver a written notice that the use of the Prospectus may be resumed. Thereafter, the use of the Prospectus shall be suspended, and the Company shall not be required to maintain the effectiveness of, or amend or update the Shelf Registration Statement, or amend or supplement the Prospectus; provided, however, that the -------- ------- Company shall only be permitted to suspend the use of the Prospectus for a period not to exceed 30 days in any six-month period or two periods not to exceed an aggregate of 60 days in any 12-month period. The Company will use its best commercially reasonable efforts to ensure that the use of the Prospectus may be resumed as soon as, in the judgment of the Company's Board of DirectorsDirectors upon the advice of counsel, disclosure of the material relating to such pending development, development or filing or event would not have a materially material adverse effect on the Company. If The length of any periods during which the Company shall give any such suspension notice pursuant to this Section 2(e), suspends the Effectiveness Period shall be extended by the number of days during such period from and including the date of giving such notice to and including the date when each Holder shall have received notice that use of the Prospectus may under this Section 2(d) shall be resumedadded to the two year period described in Section 2(a) above.

Material Events; Suspension of Sales. Notwithstanding the provisions contained in this Section 2, in the event that, in the judgment of the Company's Board of Directors, it is advisable to suspend use of the Prospectus due to pending corporate developments, public filings with the SEC or similar events, the Company shall promptly deliver a written certificate to each registered Holder, the Special Counsel and the managing underwriters, if any, to the effect that the use of the Prospectus is to be suspended until the Company shall deliver a written notice that the use of the Prospectus may be resumed. Thereafter, the use of the Prospectus shall be suspended, and the Company shall not be required to maintain the effectiveness of, or amend or update the Shelf Registration Statement, or amend or supplement the Prospectus; providedPROVIDED, howeverHOWEVER, that the Company shall only be permitted to suspend the use of the Prospectus for a period not to exceed 30 days in any six-month period or two periods not to exceed an aggregate of 60 90 days in any 12-month period. The Company will use its best efforts to ensure that the use of the Prospectus may be resumed as soon as, in the judgment of the Company's Board of Directors, disclosure of the material relating to such pending development, filing or event would not have a materially adverse effect on the Company. If the Company shall give any such suspension notice pursuant to this Section 2(e), the Effectiveness Period shall be extended by the number of days during such period from and including the date of giving such notice to and including the date when each Holder shall have received notice that use of the Prospectus may be resumed.

Material Events; Suspension of Sales. Notwithstanding the provisions contained in this Section 2, in the event that, in the judgment of the Company's Board of Directors, it is advisable to suspend use of the Prospectus due to pending corporate developments, public filings with the SEC or similar events, the Company shall promptly deliver a written certificate to each registered Holder, the Special Counsel Trustee, the Transfer Agent and the managing underwriters, if any, to the effect that the use of the Prospectus is to be suspended until the Company shall deliver a written notice that the use of the Prospectus may be resumed. Thereafter, the use of the Prospectus shall be suspended, and the Company shall not be required to maintain the effectiveness of, or amend or update the Shelf Registration Statement, or amend or supplement the Prospectus; providedPROVIDED, howeverHOWEVER, that the Company shall only be permitted to suspend the use of the Prospectus for a period not to exceed 30 90 days in any six-month period or two periods not to exceed an aggregate of 60 days in any 12-month periodconsecutive 365 days. The Company will use its best efforts to ensure that the use of the Prospectus may be resumed as soon as, in the judgment of the Company's Board of Directors, disclosure of the material relating to such pending development, filing or event would not have a materially material adverse effect on the Company. If the Company shall give any such suspension notice pursuant to this Section 2(e), the Effectiveness Period shall be extended by the number of days during such period from and including the date of giving such notice to and including the date when each Holder shall have received notice that use of the Prospectus may be resumed.

Material Events; Suspension of Sales. Notwithstanding the provisions contained in this Section 2, in the event that, in the judgment of the Company's Board of Directors, it is advisable to suspend use of the Prospectus due to pending corporate developments, public filings with the SEC or similar events, the Company shall promptly deliver a written certificate to each registered Holder, the Special Counsel Trustee, the Transfer Agent and the managing underwriters, if any, to the effect that the use of the Prospectus is to be suspended until the Company shall deliver a written notice that the use of the Prospectus may be resumed. Thereafter, the use of the Prospectus shall be suspended, and the Company shall not be required to maintain the effectiveness of, or amend or update the Shelf Registration Statement, or amend or supplement the Prospectus; provided, however, that the Company shall only be permitted to suspend the use of the Prospectus for a period not to exceed 30 60 days in any sixthree-month period or two four periods not to exceed an aggregate of 60 90 days in any 12-month period. The Company will use its best efforts to ensure that the use of the Prospectus may be resumed as soon as, in the judgment of the Company's Board of Directors, disclosure of the material relating to such pending development, filing or event would not have a materially material adverse effect on the Company. If the Company shall give any such suspension notice pursuant to this Section 2(e), the Effectiveness Period shall be extended by the number of days during such period from and including the date of giving such notice to and including the date when each Holder shall have received notice that use of the Prospectus may be resumed.