Common use of Black-Out Period Clause in Contracts

Black-Out Period. Notwithstanding the Company’s obligations under this Agreement, if in the good faith judgment of the Company, following consultation with legal counsel, it would be detrimental to the Company or its stockholders for resales of Registrable Securities to be made pursuant to the Registration Statement due to the existence of a material development involving the Company which the Company would be obligated to disclose in the Registration Statement, which disclosure would be premature or otherwise inadvisable at such time or would have a Material Adverse Effect upon the Company and its stockholders, the Company shall have the right to suspend the use of the Registration Statement for a period of not more than thirty (30) days (the “Black-out Period”); provided, however, that the Company may so defer or suspend the use of the Registration Statement for no more than thirty (30) days in any twelve-month period and not within 30 days of the end of any prior Black-out Period.

Appears in 6 contracts

Samples: Registration Rights Agreement (Champions Oncology, Inc.), Registration Rights Agreement (Battery Ventures IX, L.P.), Registration Rights Agreement (Microvision Inc)

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Black-Out Period. Notwithstanding the Company’s obligations under this Agreement, if in the good faith judgment of the Company, following consultation with legal counsel, it would be detrimental to the Company or its stockholders for resales of Registrable Securities to be made pursuant to the Registration Statement due to the existence of a material development involving the Company which the Company would be obligated to disclose in the Registration Statement, which disclosure would be premature or otherwise inadvisable at such time or would have a Material Adverse Effect upon the Company and its stockholders, the Company shall have the right to suspend the use of the Registration Statement for a period of not more than thirty (30) days (the “Black-out Period”); provided, however, that the Company may so defer or suspend the use of the Registration Statement for no more than thirty forty five (3045) days in the aggregate in any twelve-month period and not within 30 days of the end of any prior Black-out Periodperiod.

Appears in 1 contract

Samples: Registration Rights Agreement (Walsin Lihwa Corp)

Black-Out Period. Notwithstanding the Company’s 's obligations under this Agreement, if in the good faith judgment of the Company, following consultation with legal counsel, it would be detrimental to the Company or its stockholders for resales of Registrable Securities to be made pursuant to the Registration Statement due to the existence of a material development involving the Company which the Company would be obligated to disclose in the Registration Statement, which disclosure would be premature or otherwise inadvisable at such time or would have a Material Adverse Effect upon the Company and its stockholders, the Company shall have the right to suspend the use of the Registration Statement for a period of not more than thirty (30) days (the "Black-out Period"); provided, however, that the Company may so defer or suspend the use of the Registration Statement for no more than thirty forty five (3045) days in the aggregate in any twelve-month period and not within 30 days of the end of any prior Black-out Periodperiod.

Appears in 1 contract

Samples: Registration Rights Agreement (Microvision Inc)

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Black-Out Period. Notwithstanding the Company’s obligations under this Agreement, if in the good faith judgment of the Company, following consultation with legal counsel, it would be detrimental to Company that the Company or its stockholders for resales filing of Registrable Securities to be made pursuant to the such Registration Statement due to the existence of a material development involving the Company which the Company or any “takedown” therefrom would be obligated to disclose in the Registration Statement, which disclosure would be premature or otherwise inadvisable at such time or would have a Material Adverse Effect upon adversely affect the Company and its stockholdersshareholders, as a whole, in any material respect, upon the notice of the Chief Financial Officer or a director of the Company (which may be made by email) the Company shall have the right to suspend the use of the Registration Statement or such “takedown” for a period of not more than thirty forty five (3045) days (the “Black-out Period”); provided, however, that the Company may so defer or suspend the use of the Registration Statement or “takedown” for no more than thirty ninety (3090) days in the aggregate in any twelve-month period and not within 30 days of the end of any prior Black-out Periodperiod.

Appears in 1 contract

Samples: Registration Rights Agreement (Visionchina Media Inc.)

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