Common use of Suspension of Registration Clause in Contracts

Suspension of Registration. Notwithstanding the foregoing, if in the good faith judgment of the Board of Directors of Xxxx it would be materially detrimental to Xxxx and its stockholders for any Registration Statement to be filed or continued to be used or for any Registration Statement or Prospectus to be amended or supplemented because such filing, continued use, amendment or supplement would (a) require disclosure of material nonpublic information, the disclosure of which would be reasonably likely to materially and adversely affect Xxxx and its subsidiaries, taken as a whole, or (b) materially interfere with any existing or prospective business transaction or negotiation involving Xxxx, Xxxx shall have the right to suspend the use of the applicable Registration Statement or delay delivery or filing, but not the preparation, of the applicable Registration Statement or Prospectus or any document incorporated therein by reference, in each case for a reasonable period of time; provided, however, that Xxxx shall not be able to exercise such suspension right more than twice in each twelve (12)-month period aggregating not more than one hundred fifty (150) days in such twelve (12)-month period. In the event that the ability of the Holders to sell shall be suspended for any reason, the period of such suspension shall not count towards compliance with the ninety (90)-day period referred to in clause (i) of Section 2.1.

Appears in 3 contracts

Samples: Registration Rights Agreement (Arlo Technologies, Inc.), Registration Rights Agreement (Netgear, Inc), Form of Registration Rights Agreement (Arlo Technologies, Inc.)

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Suspension of Registration. Notwithstanding the foregoing, if in the good faith judgment of the Board of Directors of Xxxx Newmark it would be materially detrimental to Xxxx Newmark and its stockholders for any Registration Statement to be filed or continued to be used or for any Registration Statement or Prospectus to be amended or supplemented because such filing, continued use, amendment or supplement would (ai) require disclosure of material nonpublic non-public information, the disclosure of which would be reasonably likely to materially and adversely affect Xxxx Newmark and its subsidiaries, subsidiaries taken as a whole, or (bii) materially interfere with any existing or prospective business transaction or negotiation involving XxxxNewmark, Xxxx Newmark shall have the right to suspend the use of the applicable Registration Statement or delay delivery or filing, but not the preparation, of the applicable Registration Statement or Prospectus or any document incorporated therein by reference, in each case for a reasonable period of time; provided, however, that Xxxx Newmark shall not be able to exercise such suspension right more than twice in each twelve (12)-month 12-month period aggregating not more than one hundred fifty (150) 150 days in such twelve (12)-month 12-month period. In the event that the ability of the Holders to sell shall be suspended for any reason, the period of such suspension shall not count towards compliance with the ninety (90)-day 90-day period referred to in clause (i) of Section 2.1.

Appears in 3 contracts

Samples: Registration Rights Agreement (Newmark Group, Inc.), Registration Rights Agreement (BGC Partners, Inc.), Registration Rights Agreement (Newmark Group, Inc.)

Suspension of Registration. Notwithstanding the foregoing, if in the good faith judgment of the Board of Directors of Xxxx Solta it would be materially detrimental to Xxxx Solta and its stockholders shareholders for any Registration Statement to be filed or continued to be used or for any Registration Statement or Prospectus to be amended or supplemented because such filing, continued use, amendment or supplement would (a) require disclosure of material nonpublic information, the disclosure of which would be reasonably likely to materially and adversely affect Xxxx Solta and its subsidiaries, taken as a whole, or (b) materially interfere with any existing or prospective business transaction or negotiation involving XxxxSolta, Xxxx Solta shall have the right to suspend the use of the applicable Registration Statement or delay delivery or filing, but not the preparation, of the applicable Registration Statement or Prospectus or any document incorporated therein by reference, in each case for a reasonable period of time; provided, however, that Xxxx Solta shall not be able to exercise such suspension right more than twice in each twelve (12)-month period aggregating not more than one hundred fifty twenty (150120) days in such twelve (12)-month period. In the event that the ability of the Holders to sell shall be suspended for any reason, the period of such suspension shall not count towards compliance with the ninety (90)-day period referred to in clause (i) of Section 2.12.1(a).

Appears in 2 contracts

Samples: Registration Rights Agreement (Solta Medical Corp), Registration Rights Agreement (Solta Medical Corp)

Suspension of Registration. Notwithstanding the foregoing, if in the good faith judgment of the Board of Directors of Xxxx BGC Partners it would be materially detrimental to Xxxx BGC Partners and its stockholders for any Registration Statement to be filed or continued to be used or for any Registration Statement or Prospectus to be amended or supplemented because such filing, continued use, amendment or supplement would (ai) require disclosure of material nonpublic non-public information, the disclosure of which would be reasonably likely to materially and adversely affect Xxxx BGC Partners and its subsidiaries, subsidiaries (if any) taken as a whole, or (bii) materially interfere with any existing or prospective business situation, transaction or negotiation involving XxxxBGC Partners, Xxxx BGC Partners shall have the right to suspend the use of the applicable Registration Statement or delay delivery or filing, but not the preparation, of the applicable Registration Statement or Prospectus or any document incorporated therein by reference, in each case for a reasonable period of time; provided, however, that Xxxx BGC Partners shall not be able to exercise such suspension right more than twice in each twelve (12)-month 12-month period aggregating not more than one hundred fifty (150) 150 days in such twelve (12)-month 12-month period. In the event that the ability of the Holders to sell shall be suspended for any reason, the period of such suspension shall not count towards compliance with the ninety (90)-day 90-day period referred to in under clause (i) ), of Section 2.12.1 of this Agreement.

Appears in 2 contracts

Samples: Registration Rights Agreement (BGC Partners, Inc.), Registration Rights Agreement (Espeed Inc)

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Suspension of Registration. Notwithstanding the foregoing, if in the good faith judgment of the Board of Directors of Xxxx Lazard Ltd it would be materially detrimental to Xxxx Lazard Ltd and its stockholders for any Registration Statement to be filed or continued to be used or for any Registration Statement or Prospectus to be amended or supplemented because such filing, continued use, amendment or supplement would (ai) require disclosure of material nonpublic non-public information, the disclosure of which would be reasonably likely to materially and adversely affect Xxxx Lazard Ltd and its subsidiaries, subsidiaries (if any) taken as a whole, or (bii) materially interfere with any existing or prospective business situation, transaction or negotiation involving XxxxLazard Ltd, Xxxx Lazard Ltd shall have the right to suspend the use of the applicable Registration Statement or delay delivery or filing, but not the preparation, of the applicable Registration Statement or Prospectus or any document incorporated therein by reference, in each case for a reasonable period of time; provided, however, that Xxxx Lazard Ltd shall not be able to exercise such suspension right more than twice in each twelve (12)-month 12-month period aggregating not more than one hundred fifty (150) 150 days in such twelve (12)-month 12-month period. In the event that the ability of the Holders to sell shall be suspended for any reasonpursuant to the foregoing, the period of such suspension shall not count towards compliance with the ninety (90)-day 90-day period referred to in the third sentence, or the 60-day period referred to under clause (i) ), of Section 2.12.1 of this Agreement.

Appears in 2 contracts

Samples: Termination Agreement (Lazard Group LLC), Registration Rights Agreement (Lazard LTD)

Suspension of Registration. Notwithstanding the foregoing, if in the good faith judgment of the Board of Directors of Xxxx the Company it would be materially detrimental to Xxxx the Company and its stockholders for any Registration Statement to be filed or continued to be used or for any Registration Statement or Prospectus to be amended or supplemented because such filing, continued use, amendment or supplement would (ai) require disclosure of material nonpublic non-public information, the disclosure of which would be reasonably likely to materially and adversely affect Xxxx the Company and its subsidiaries, subsidiaries (if any) taken as a whole, or (bii) materially interfere with any existing or prospective business situation, transaction or negotiation involving Xxxxthe Company, Xxxx the Company shall have the right to suspend the use of the applicable Registration Statement or delay delivery or filing, but not the preparation, of the applicable Registration Statement or Prospectus or any document incorporated therein by reference, in each case for a reasonable period of time; provided, however, that Xxxx the Company shall not be able to exercise such suspension right more than twice in each twelve (12)-month 12-month period aggregating not more than one hundred fifty (150) 150 days in such twelve (12)-month 12-month period. In the event that the ability of the Holders to sell shall be suspended for any reason, the period of such suspension shall not count towards compliance with the ninety (90)-day 90-day period referred to in under clause (i) ), of Section 2.12.1 of this Agreement.

Appears in 1 contract

Samples: And Consolidated Registration Rights Agreement (BGC Partners, Inc.)

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