Common use of Action to Suspend Effectiveness; Supplement to Registration Statement Clause in Contracts

Action to Suspend Effectiveness; Supplement to Registration Statement. (a) Raceway will notify the Holder and his counsel promptly of (i) any action by the Securities and Exchange Commission to suspend the effectiveness of the registration statement covering the Registerable Securities or the institution or threatening of any proceeding for such purpose (a "stop order") or (ii) the receipt by Raceway of any notification with respect to the suspension of the qualification of Registerable Securities for the sale in any jurisdiction or the initiation or threatening of any proceeding for such purpose. Immediately upon receipt of any such notice, the Holder shall cease to offer to sell any Registerable Securities pursuant to the registration statement in the jurisdiction to which such stop order or suspension relates. Raceway will use all reasonable efforts to prevent the issuance of any such stop order or the suspension of any such qualification and, if any such stop order is issued or any such qualification is suspended, to obtain as soon as possible the withdrawal or revocation thereof, and will notify the Holder and his counsel at the earliest practicable date of the date on which the Holder may offer an sell Registerable Securities pursuant to the registration statement. (b) Within the applicable period referred to in Section 1.1 following the effectiveness of a registration statement filed pursuant to this Exhibit "A", Raceway will notify the Holder and his counsel promptly of the occurrence of any event or the existence of any state of facts that, in the judgment of Raceway, should be set forth in such registration statement. Immediately upon receipt of such notice, the Holder shall cease to offer or sell any Registerable Securities pursuant to such registration statement, cease to deliver or use such registration statement and, if for requested by Raceway, return to Raceway, at its expense, all copies (other than permanent file copies) of such registration statement, in each case until such registration statement has been amended or supplemented as hereinafter provided. Raceway will, as promptly as practicable, take such action as may be necessary to amend or supplement such registration statement in order to set forth or reflect such event or state of facts. Raceway will furnish copies of such proposed amendment or supplement to the Holder and his counsel and will not file or distribute such amendment or supplement without the prior consent of the Holders, which consent shall not be unreasonably withheld.

Action to Suspend Effectiveness; Supplement to Registration Statement. (a) Raceway The Company will notify the Holder Purchaser and his its counsel promptly of (i) any action by the Securities and Exchange Commission to suspend the effectiveness of the registration statement covering the Registerable Securities Purchaser's Stock or the institution or threatening of any proceeding for such purpose (a "stop order") or (ii) the receipt by Raceway the Company of any notification with respect to the suspension of the qualification of Registerable Securities the Purchaser's Stock for the sale in any jurisdiction or the initiation or threatening of any proceeding for such purpose. Immediately upon receipt of any such notice, the Holder Purchaser shall cease to offer to or sell any Registerable Securities Purchaser's Stock pursuant to the registration statement in the jurisdiction to which such stop order or suspension relates. Raceway The Company will use all reasonable efforts to prevent the issuance of any such stop order or the suspension of any such qualification and, if any such stop order is issued or any such qualification is suspended, to obtain as soon as possible the withdrawal or revocation thereof, and will notify the Holder Purchaser and his its counsel at the earliest practicable date of the date on which the Holder Purchaser may offer an and sell Registerable Securities Purchaser's Stock pursuant to the registration statement. (b) Within Notwithstanding anything to the applicable period referred contrary set forth in this Agreement, the Company's obligation under this Agreement to in Section 1.1 following cause the effectiveness registration of Purchaser's Stock and any filings with any state securities commission to be made or to become effective or to amend or supplement a registration statement filed pursuant to this Exhibit "A"shall be suspended in the event and during such period that there are pending negotiations relating to, Raceway will notify the Holder and his counsel promptly of or consummation of, a transaction or the occurrence of any an event or that would require additional disclosure of material information by the existence of any state of facts that, in the judgment of Raceway, should be set forth Company in such registration statement or such filing (such circumstances being hereinafter referred to as a "Suspension Event") that would make it impractical or inadvisable to cause such registration statement or such filings to be made or to become effective or to amend or supplement such registration statement, but such suspension shall continue only for so long as such event or its effect is continuing but in no event will that suspension exceed ninety (90) days. Immediately upon receipt by the Purchaser of such noticenotice of a Suspension Event, the Holder Purchaser shall cease to offer or sell any Registerable Securities Purchaser's Stock pursuant to such registration statement, cease to deliver or use such registration statement and, if for so requested by Racewaythe Company, return to Racewaythe Company, at its expense, all copies (other than permanent file copies) of such registration statement, in each case until such registration statement has been amended or supplemented as hereinafter provided. Raceway will, as promptly as practicable, take such action as may be . (c) In the event the Company shall determine that it is necessary to amend or supplement such any registration statement in order relating to set forth or reflect such event or state of facts. Raceway Purchaser's Stock, the Company will furnish copies of such proposed amendment or supplement to the Holder Purchaser and his its counsel and will not file or distribute such amendment or supplement without the prior consent of the HoldersPurchaser, which consent shall not be unreasonably withheld.

Action to Suspend Effectiveness; Supplement to Registration Statement. (a) Raceway The Company will notify the Holder Stockholder and his its counsel promptly of (i) any action by the Securities and Exchange Commission to suspend the effectiveness of the registration statement covering the Registerable Securities Shares or the institution or threatening of any proceeding for such purpose (a "stop order") or (ii) the receipt by Raceway the Company of any notification with respect to the suspension of the qualification of Registerable Securities the Shares for the sale in any jurisdiction or the initiation or threatening of any proceeding for such purpose. Immediately upon receipt of any such notice, the Holder Stockholder shall cease to offer to or sell any Registerable Securities Shares pursuant to the registration statement in the jurisdiction to which such stop order or suspension relates. Raceway The Company will use all reasonable efforts to prevent the issuance of any such stop order or the suspension of any such qualification and, if any such stop order is issued or any such qualification is suspended, to obtain as soon as possible the withdrawal or revocation thereof, and will notify the Holder Stockholder and his its counsel at the earliest practicable date of the date on which the Holder Stockholder may offer an and sell Registerable Securities Shares pursuant to the registration statement. (b) Within the applicable period referred to in Section 1.1 3 following the effectiveness of a registration statement filed pursuant to this Exhibit "A"these registration rights, Raceway the Company will notify the Holder Stockholder and his its counsel promptly of the occurrence of any event or the existence of any state of facts that, in the judgment of Racewaythe Company, should be set forth in such registration statement. Immediately upon receipt of such notice, the Holder Stockholder shall cease to offer or sell any Registerable Securities Shares pursuant to such registration statement, cease to deliver or use such registration statement and, if for so requested by Racewaythe Company, return to Racewaythe Company, at its expense, all copies (other than permanent file copies) of such registration statement, in each case until such registration statement has been amended or supplemented as hereinafter provided. Raceway The Company will, as promptly as practicable, take such action as may be necessary to amend or supplement such registration statement in order to set forth or reflect such event or state of facts. Raceway The Company will furnish copies of such proposed amendment or supplement to the Holder Stockholder and his its counsel and will not file or distribute such amendment or supplement without the prior consent of the HoldersStockholder, which consent shall not be unreasonably withheld.

Action to Suspend Effectiveness; Supplement to Registration Statement. (a) Raceway Cardinal will notify the Holder Bank and his its counsel promptly of (i) any action by the Securities and Exchange Commission (the "SEC") to suspend the effectiveness of the registration statement covering the Registerable Registrable Securities or the institution or threatening of any proceeding for such purpose (a "stop order") or (ii) the receipt by Raceway Cardinal of any notification with respect to the suspension of the qualification of Registerable the Registrable Securities for the sale in any jurisdiction or the initiation or threatening of any proceeding for such purpose. Immediately upon receipt of any such notice, the Holder Bank shall cease to offer to or sell any Registerable Registrable Securities pursuant to the registration statement in the jurisdiction to which such stop order or suspension relates. Raceway Cardinal will use all reasonable its best efforts to prevent the issuance of any such stop order or the suspension of any such qualification qualifications and, if any such stop order is issued or any such qualification is suspended, to obtain as soon as possible the withdrawal or revocation thereof, and will notify the Holder Bank and his its counsel at the earliest practicable date of the date on which the Holder Bank may offer an and sell Registerable the Registrable Securities pursuant to the registration statement. (b) Within the applicable period referred to in Section 1.1 3(a) following the effectiveness of a registration statement filed pursuant to this Exhibit "A"Agreement, Raceway Cardinal will notify the Holder Bank and his its counsel promptly of the occurrence of any event or the existence of any state of facts that, in the reasonable judgment of RacewayCardinal, should be set forth in such registration statement. Immediately upon receipt of such notice, the Holder Bank shall cease to offer or sell any Registerable Registrable Securities pursuant to such registration statement, cease to deliver or use the prospectus relating to such registration statement andstatement, and if for so requested by RacewayCardinal, return to RacewayCardinal, at its Cardinal's expense, all copies (other than permanent file copies) of such registration statement, in each case until such registration statement has been amended or supplemented as hereinafter providedand prospectus. Raceway Cardinal will, as promptly as practicable, take such action as may be necessary to amend or supplement such registration statement in order to set forth or reflect such event or state of facts. Raceway Cardinal will promptly furnish copies of such proposed amendment or supplement to the Holder Bank and his its counsel and will not file or distribute such amendment or supplement without the prior consent of the HoldersBank, which consent shall not be unreasonably withheld.

Action to Suspend Effectiveness; Supplement to Registration Statement. In connection with any registration of Registrable Securities pursuant to this Section 2: (a) Raceway The Company will notify the Holder Holders and his their counsel promptly of (i) any action by the Securities and Exchange Commission to suspend the effectiveness of the registration statement covering the Registerable Securities Common Stock requested to be registered or the institution or threatening of any proceeding for such purpose (a "stop orderSTOP ORDER") or (ii) the receipt by Raceway the Company of any notification with respect to the suspension of the qualification of Registerable Securities the Common Stock requested to be registered for the sale in any jurisdiction or the initiation or threatening of any proceeding for such purpose. Immediately upon receipt of any such notice, the Holder Holders shall cease to offer to or sell any Registerable Securities Common Stock pursuant to the registration statement in the jurisdiction to which such stop order Stop Order or suspension relates. Raceway The Company will use all reasonable efforts to prevent the issuance of any such stop order Stop Order or the suspension of any such qualification and, if any such stop order Stop Order is issued or any such qualification is suspended, to obtain as soon as possible the withdrawal or revocation thereof, and will notify the Holder Holders and his their counsel at the earliest practicable date of the date on which the Holder Holders may offer an and sell Registerable Securities Common Stock pursuant to the registration statement. (b) Within the applicable period referred For as long as sales of Registrable Securities are permitted pursuant to in Section 1.1 following the effectiveness of a registration statement filed pursuant to this Exhibit "A"Section 2, Raceway the Company will notify the Holder Holders and his their counsel promptly of the occurrence of any event or the existence of any state of facts that, in the judgment of Racewaythe Company, should be set forth in such registration statement. Immediately upon receipt of such notice, the Holder Holders shall cease to offer or sell any Registerable Securities Common Stock pursuant to such registration statement, cease to deliver or use such registration statement and, if for so requested by Racewaythe Company, return to Racewaythe Company, at its expense, all copies (other than permanent file copies) of such registration statement, in each case until such registration statement has been amended or supplemented as hereinafter provided. Raceway The Company will, as promptly as practicable, take such action as may be necessary to amend or supplement such registration statement in order to set forth or reflect such event or state of facts. Raceway The Company will furnish copies of such proposed amendment or supplement to the Holder Holders and his counsel and will not file or distribute such amendment or supplement without the prior consent of the Holders, which consent shall not be unreasonably withheldtheir counsel.

Action to Suspend Effectiveness; Supplement to Registration Statement. (a) Raceway The Company will notify the Holder Purchaser and his its counsel promptly of (i) any action by the Securities and Exchange Commission to suspend the effectiveness of the registration statement covering the Registerable Securities Purchaser's Stock or the institution or threatening of any proceeding for such purpose (a "stop order") or (ii) the receipt by Raceway the Company of any notification with respect to the suspension of the qualification of Registerable Securities the Purchaser's Stock for the sale in any jurisdiction or the initiation or threatening of any proceeding for such purpose. Immediately upon receipt of any such notice, the Holder Purchaser shall cease to offer to or sell any Registerable Securities Purchaser's Stock pursuant to the registration statement in the jurisdiction to which such stop order or suspension relates. Raceway The Company will use all reasonable efforts to prevent the issuance of any such stop order or the suspension of any such qualification and, if any such stop order is issued or any such qualification is suspended, to obtain as soon as possible the withdrawal or revocation thereof, and will notify the Holder Purchaser and his its counsel at the earliest practicable date of the date on which the Holder Purchaser may offer an and sell Registerable Securities Purchaser's Stock pursuant to the registration statement. (b) Within Notwithstanding anything to the applicable period referred contrary set forth in this Agreement, the Company's obligation under this Agreement to in Section 1.1 following cause the effectiveness registration of Purchaser's Stock and any filings with any state securities commission to be made or to become effective or to amend or supplement a registration statement filed pursuant to this Exhibit "A"shall be suspended in the event and during such period that there are pending negotiations relating to, Raceway will notify the Holder and his counsel promptly of or consummation of, a transaction or the occurrence of any an event or that would require additional disclosure of material information by the existence of any state of facts that, in the judgment of Raceway, should be set forth Company in such registration statement or such filing (such circumstances being hereinafter referred to as a "Suspension Event") that would make it impractical or inadvisable to cause such registration statement or such filings to be made or to become effective or to amend or supplement such registration statement, but such suspension shall continue only for so long as such event or its effect is continuing but in no event will any such suspensions exceed forty-five (45) days in the aggregate under all suspensions permitted under this 6.7(b) in any twelve (12) month period. Immediately upon receipt by the Purchaser of such noticenotice of a Suspension Event, the Holder Purchaser shall cease to offer or sell any Registerable Securities Purchaser's Stock pursuant to such registration statement, cease to deliver or use such registration statement and, if for so requested by Racewaythe Company, return to Racewaythe Company, at its Company's expense, all copies (other than permanent file copies) of such registration statement, in each case until such registration statement has been amended or supplemented as hereinafter provided. Raceway will, as promptly as practicable, take such action as may be . (c) In the event the Company shall determine that it is necessary to amend or supplement such any registration statement in order relating to set forth or reflect such event or state of facts. Raceway Purchaser's Stock, the Company will furnish copies of such proposed amendment or supplement to the Holder Purchaser and his its counsel and will not file or distribute such amendment or supplement without the prior consent of the HoldersPurchaser, which consent shall not be unreasonably withheld.

Action to Suspend Effectiveness; Supplement to Registration Statement. (a) Raceway The Company will notify the Holder Purchaser and his its counsel promptly of (i) any action by the Securities and Exchange Commission to suspend the effectiveness of the registration statement covering the Registerable Securities Purchaser's Stock or the institution or threatening of any proceeding for such purpose (a "stop orderStop Order") or (ii) the receipt by Raceway the Company of any notification with respect to the suspension of the qualification of Registerable Securities the Purchaser's Stock for the sale in any jurisdiction or the initiation or threatening of any proceeding for such purpose. Immediately upon receipt of any such notice, the Holder Purchaser shall cease to offer to or sell any Registerable Securities Purchaser's Stock pursuant to the registration statement in the jurisdiction to which such stop order Stop Order or suspension relates. Raceway The Company will use all reasonable efforts to prevent the issuance of any such stop order Stop Order or the suspension of any such qualification and, if any such stop order Stop Order is issued or any such qualification is suspended, to obtain as soon as possible the withdrawal or revocation thereof, and will notify the Holder Purchaser and his its counsel at the earliest practicable date of the date on which the Holder Purchaser may offer an and sell Registerable Securities Purchaser's Stock pursuant to the registration statement. (b) Within Notwithstanding anything to the applicable period referred contrary set forth in this Agreement, the Company's obligation under this Agreement to in Section 1.1 following cause the effectiveness registration of Purchaser's Stock and any filings with any state securities commission to be made or to become effective or to amend or supplement a registration statement filed pursuant to this Exhibit "A"shall be suspended in the event and during such period that there are pending negotiations relating to, Raceway will notify the Holder and his counsel promptly of or consummation of, a transaction or the occurrence of any an event or that would require additional disclosure of material information by the existence of any state of facts that, in the judgment of Raceway, should be set forth Company in such registration statement or such filing (such circumstances being hereinafter referred to as a "Suspension Event") that would make it impractical or inadvisable to cause such registration statement or such filings to be made or to become effective or to amend or supplement such registration statement, but such suspension shall continue only for so long as such event or its effect is continuing but in no event will that suspension exceed ninety (90) days. Immediately upon receipt by the Purchaser of such noticenotice of a Suspension Event, the Holder Purchaser shall cease to offer or sell any Registerable Securities Purchaser's Stock pursuant to such registration statement, cease to deliver or use such registration statement and, if for so requested by Racewaythe Company, return to Racewaythe Company, at its expense, all copies (other than permanent file copies) of such registration statement, in each case until such registration statement has been amended or supplemented as hereinafter provided. Raceway will, as promptly as practicable, take such action as may be . (c) In the event the Company shall determine that it is necessary to amend or supplement such any registration statement in order relating to set forth or reflect such event or state of facts. Raceway Purchaser's Stock, the Company will furnish copies of such proposed amendment or supplement to the Holder Purchaser and his its counsel and will not file or distribute such amendment or supplement without the prior consent of the HoldersPurchaser, which consent shall not be unreasonably withheld.

Action to Suspend Effectiveness; Supplement to Registration Statement. (ai) Raceway The Company will notify the Holder Stockholder and his its counsel promptly of (iA) any action by the Securities and Exchange Commission to suspend the effectiveness of the registration statement covering the Registerable Securities Shares or the institution or threatening of any proceeding for such purpose (a "“stop order"”) or (iiB) the receipt by Raceway the Company of any notification with respect to the suspension of the qualification of Registerable Securities the Shares for the sale in any jurisdiction or the initiation or threatening of any proceeding for such purpose. Immediately upon receipt of any such notice, the Holder Stockholder shall cease to offer to or sell any Registerable Securities Shares pursuant to the registration statement in the jurisdiction to which such stop order or suspension relates. Raceway The Company will use all reasonable efforts to prevent the issuance of any such stop order or the suspension of any such qualification and, if any such stop order is issued or any such qualification is suspended, to obtain as soon as possible the withdrawal or revocation thereof, and will notify the Holder Stockholder and his its counsel at the earliest practicable date of the date on which the Holder Stockholder may offer an and sell Registerable Securities Shares pursuant to the registration statement. (bii) Within the applicable period referred to in Section 1.1 1(c) following the effectiveness of a registration statement filed pursuant to this Exhibit "A"these registration rights, Raceway the Company will notify the Holder Stockholder and his its counsel promptly of the occurrence of any event or the existence of any state of facts that, in the judgment of Racewaythe Company, should be set forth in such registration statement. Immediately upon receipt of such notice, the Holder Stockholder shall cease to offer or sell any Registerable Securities Shares pursuant to such registration statement, cease to deliver or use such registration statement and, if for so requested by Racewaythe Company, return to Racewaythe Company, at its expense, all copies (other than permanent file copies) of such registration statement, in each case until such registration statement has been amended or supplemented as hereinafter provided. Raceway The Company will, as promptly as practicable, take such action as may be necessary to amend or supplement such registration statement in order to set forth or reflect such event or state of facts. Raceway The Company will furnish copies of such proposed amendment or supplement to the Holder Stockholder and his its counsel and will not file or distribute such amendment or supplement without the prior consent of the HoldersStockholder, which consent shall not be unreasonably withheld.