Blackout Provisions. (a) Notwithstanding anything in this Agreement to the contrary, by delivery of written notice to the participating Holders (a “Suspension Notice”) stating which one or more of the following limitations shall apply to the addressee of such Suspension Notice, the Company may (i) postpone effecting a registration under this Agreement, or (ii) require such addressee to refrain from disposing of Registrable Securities under the registration, in either case for a period of no more than forty-five (45) consecutive days from the delivery of such Suspension Notice (which period may not be extended or renewed). The Company may postpone effecting a registration or apply the limitations on dispositions specified in clause (ii) of this Section 4.7(a) if (x) the Company Board, in good faith, determines that such registration or disposition would materially impede, delay or interfere with any material transaction then pending or proposed to be undertaken by the Company or any of its subsidiaries, or (y) the Company in good faith determines that the Company is in possession of material non-public information the disclosure of which during the period specified in such notice the Company Board, in good faith, reasonably believes would not be in the best interests of the Company; provided that the Company may not take any actions pursuant to this Section 4.7(a) for a period of time in excess of ninety (90) days in the aggregate in any twelve (12)-month period.
(b) If the Company shall take any action pursuant to clause (ii) of Section 4.7(a) with respect to any participating Holder in a period during which the Company shall be required to cause a Registration Statement to remain effective under the Securities Act and the prospectus to remain current, such period shall be extended for such Person by one (1) day beyond the end of such period for each day that, pursuant to Section 4.7(a), the Company shall require such Person to refrain from disposing of Registrable Securities owned by such Person.
Blackout Provisions. (a) By delivery of written notice to any of the Purchaser, the Registering Stockholders and the other holders of Registrable Shares, stating which one or more of the following limitations shall apply to the addressee of such written notice, the Company may (1) postpone effecting a registration under this Agreement pursuant to this Section 4 on one occasion during any period of nine consecutive months, (2) require such addressee to refrain from disposing of Transaction Registrable Shares under the registration or (3) require such addressee to refrain from otherwise disposing of any Registrable Shares owned by such addressee (whether pursuant to Rule 144 or 144A under the Securities Act or otherwise), in each case for a reasonable time specified in the notice but not exceeding 90 days (which period may not be extended or renewed).
(b) The Company may postpone effecting a registration or apply to any person specified in clauses (2) and (3) of paragraph (a) above any of the limitations specified in such clauses if (1) an investment banking firm of recognized national standing shall advise the Company and the Registering Stockholders in writing that effecting the registration or the disposition by such person of Registrable Shares, as the case may be, would materially and adversely affect an offering of Equity Securities of the Company the preparation of which had then been commenced or (2) the Company is in possession of material non-public information the disclosure of which during the period specified in such notice the Company reasonably believes would not be in the best interests of the Company.
(c) If the Company shall take any action pursuant to paragraph (a) above, the period during which the Registering Stockholders may exercise their respective rights under Sections 1 and 2 shall be extended by one day beyond the Commencement Date for each day that, pursuant to this Section 4, the Company postpones effecting a registration, requires any person to refrain from disposing of Transaction Registrable Shares under a registration or otherwise requires any person to refrain from disposing of Registrable Shares.
Blackout Provisions. In the event that, at any time while the Shelf Registration Statement remains effective, Laser determines in its reasonable judgment and in good faith that the sale of Registrable Securities would require disclosure of material information which Laser has a bona fide business purpose for preserving as confidential, Parent Holdings shall, upon receiving written notice from Laser of such good faith determination, suspend sales of the Registrable Securities for a period beginning on the date of receipt of such notice and expiring on the earlier of (i) the date upon which such material information is disclosed to the public or ceases to be material or (ii) forty-five (45) days after the receipt of such notice from Laser; provided, however, that Parent Holdings shall not be obligated to comply with this Section 2.3 on more than two (2) occasions in any twelve (12) month period; and provided, further, that notwithstanding anything to the contrary in this Section 2.3 or Section 2.2, in no event shall Parent Holdings be disabled from effecting offers or sales of Registrable Securities for more than one-hundred-and-fifteen (115) days during any twelve (12)-month period.
Blackout Provisions. The Company shall be deemed not to have used its reasonable best efforts to keep the Shelf Registration Statement effective during the requisite period if the Company voluntarily takes any action that would result in Holder not being able to offer and sell any Acquisition Shares during that period, unless (i) such action is required by applicable law, (ii) upon the occurrence of any event contemplated by Section 2.04(a)(8) below, such action is taken by the Company in good faith and for valid business reasons or (iii) the continued effectiveness of the Shelf Registration Statement would require the Company to disclose a material financing, acquisition or other corporate development, and the proper officers of the Company shall have determined in good faith that such disclosure is not in the best interests of the Company and its stockholders, and, in the case of clause (ii) above, the Company thereafter promptly comply with the requirements of Section 2.04(a)(8) below; provided that the Company takes the same action in respect of the Shelf Registration Statement filed pursuant to that certain Registration Rights Agreement, dated as of April 25, 1996, between the Company and the Initial Purchasers named therein.
Blackout Provisions. The Company shall be deemed not to have used its reasonable best efforts to keep the Shelf Registration Statement effective during the requisite period if the Company voluntarily takes any action that would result in Holder not being able to offer and sell any Acquisition Shares during that period, unless (i) such action is required by applicable law, (ii) upon the occurrence of any event contemplated by Section
Blackout Provisions. Notwithstanding Section 2.1.1, the Company may (a) postpone the filing of the Registration Statement, or (b) allow the Registration Statement to fail to be effective and usable or elect that the Registration Statement will not be usable for a reasonable period of time, but not in excess of 90 days (a "Blackout Period"), if the Board determines in good faith that the registration and distribution of the Registrable Securities (or the use of the Registration Statement or the Prospectus) would (i) interfere with any proposed or pending material corporate transaction involving the Company or any of its subsidiaries or (ii) would require premature disclosure thereof or would require the Company to disclose information that the Company has not otherwise made public and that the Company reasonably determines is in the best interests of the Company not to disclose at such time. In such case, the Company must notify the Holders in writing not later than five business days after such determination (a "Blackout Notice").
Blackout Provisions. Buyer shall be deemed not to have used its reasonable best efforts to keep the Shelf Registration Statement effective during the requisite period if Buyer voluntarily takes any action that would result in Seller (or its designees) not being able to offer and sell any Purchase Price Shares during that period, unless (i) such action is required by applicable law, (ii) upon the occurrence of any event contemplated by Section 1.04(a)(8) below, such action is taken by Buyer in good faith and for valid business reasons or (iii) the continued effectiveness of the Shelf Registration Statement would require Buyer to disclose a material financing, acquisition or other corporate development, and the proper officers of Buyer shall have determined in good faith that such disclosure is not in the best interests of Buyer and its stockholders, and, in the case of clause (ii) above, Buyer thereafter promptly complies with the requirements of Section 1.04(a)(8) below.
Blackout Provisions. Beginning from the date of this Pricing Agreement and continuing to and including the date 90 days after the date of this Pricing Agreement, the Company agrees with each of the Underwriters not to offer, sell, contract to sell or otherwise dispose of any securities of the Company (other than pursuant to employee stock option plans existing on, restricted stock awards to employees granted prior to, or upon the conversion of convertible or exchangeable securities outstanding as of, the date of this Pricing Agreement) that are substantially similar to the shares of Common Stock or which are convertible or exchangeable into securities which are substantially similar to the shares of Common Stock, without the prior written consent of the Designated Representatives. Time of Delivery:
Blackout Provisions. In the event that, at any time while the Shelf Registration Statement remains effective, Laser determines in its reasonable judgment and in good faith that the sale of Registrable Securities would require disclosure of material information which Laser has a bona fide business purpose for preserving as confidential, Parent Holdings shall, upon receiving written notice from Laser of such good faith determination, suspend sales of the Registrable Securities for a period beginning on the date of receipt of such notice and expiring on the earlier of (i) the date upon which such material information is disclosed to the public or ceases to be material or (ii) forty-five (45) days after the receipt of such notice from Laser; PROVIDED, HOWEVER, that Parent Holdings shall not be obligated to comply with this Section 2.3 on more than two (2) occasions in any twelve (12) month period; and PROVIDED, FURTHER, that notwithstanding anything to the contrary in this Section 2.3 or Section 2.2, in no event shall Parent Holdings be disabled from effecting offers or sales of Registrable Securities for more than one-hundred-and-twenty (120) days during any twelve (12)-month period. * * *
Blackout Provisions. (a) Subject to the provisions of paragraph (b) below, by delivery of written notice to Lockheed Xxxxxx, stating which one or more of the circumstances in paragraph (b) below shall apply to Lockheed Xxxxxx, COMSAT may postpone effecting a registration under this Agreement pursuant to this Section 4 or require Lockheed Xxxxxx to refrain from otherwise disposing of any Registrable Shares (whether pursuant to Rule 144 or 144A under the Securities Act or otherwise), for a reasonable period specified in the notice but not exceeding two 90 day periods in any 12 month period (which periods may not be extended or renewed); provided, that if COMSAT postpones effecting a -------- registration hereunder pursuant to clause (i) of paragraph (b) below, then the next such blackout period shall not commence until COMSAT has effected the registration so postponed and the Registrable Shares registered thereunder have been distributed and if COMSAT requires Lockheed Xxxxxx to refrain from otherwise disposing of any Registrable Shares, then the next such blackout period shall not come until 90 days after the expiration of the previous such period.
(b) COMSAT may postpone effecting a registration or apply to Lockheed Xxxxxx any of the limitations specified in paragraph (a) above only if (i) an investment banking firm of recognized national standing shall advise COMSAT in writing that effecting the registration or the disposition by Lockheed Xxxxxx of Registrable Shares would materially and adversely affect an offering of Equity Securities of COMSAT the preparation of which had then been commenced or (ii) COMSAT is in possession of material non-public information the disclosure of which during the period specified in such notice COMSAT reasonably believes in good faith would not be in the best interests of COMSAT.
