Common use of Blackout Rights Clause in Contracts

Blackout Rights. Following the effective date of any registration statement filed pursuant to Article 4 of this Agreement, the Company shall be entitled, from time to time, to notify Executive to discontinue offers or sales of shares pursuant to such registration statement for Registrable Securities for the period of time stated in the written notice (the "Blackout Notice"), if the Company determines, in its reasonable business judgment, that the disclosure required in connection with the offers and sales of the Registrable Securities could materially damage the Company's ability to successfully complete an acquisition, corporate reorganization, securities offering or other voluntary transaction undertaken by the Company (which information the Company would not be required to disclose at such time other than in connection with Executive's registration statement) that is material to the Company and its subsidiaries taken as a whole. The time period for which Executive must discontinue offers or sales of shares pursuant to a Blackout Notice shall be for any period the Company reasonably believes is necessary, and if, the Company is unable to determine the duration of such period at the time the Blackout Notice is issued, the Blackout Notice may state that the period extends "until the Executive is otherwise notified by the Company;" provided that the Blackout Notice may not exceed more than one hundred eighty (180) consecutive days within any period of three hundred sixty-five (365) consecutive days. The Blackout Notice shall be signed by an authorized officer of the Company and shall certify the Company's determination. Executive agrees that upon receipt of a Blackout Notice he shall discontinue offers or sales of Registrable Shares pursuant to any such registration statement for the period of time stated in the Blackout Notice.

Appears in 2 contracts

Samples: Stock Option Agreement (Xechem International Inc), Stock Option Agreement (Xechem International Inc)

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Blackout Rights. Following the effective date of any registration statement filed pursuant to Article ARTICLE 4 of this Agreement, the Company shall be entitled, from time to time, to notify Executive to discontinue offers or sales of shares pursuant to such registration statement for Registrable Securities for the period of time stated in the written notice (the "Blackout Notice"), if the Company determines, in its reasonable business judgment, that the disclosure required in connection with the offers and sales of the Registrable Securities could materially damage the Company's ability to successfully complete an acquisition, corporate reorganization, securities offering or other voluntary transaction undertaken by the Company (which information the Company would not be required to disclose at such time other than in connection with Executive's registration statement) that is material to the Company and its subsidiaries taken as a whole. The time period for which Executive must discontinue offers or sales of shares pursuant to a Blackout Notice shall be for any period the Company reasonably believes is necessary, and if, the Company is unable to determine the duration of such period at the time the Blackout Notice is issued, the Blackout Notice may state that the period extends "until the Executive is otherwise notified by the Company;" "; provided that the Blackout Notice may not exceed more than ninety (90) consecutive days or an aggregate of one hundred eighty (180) consecutive days within any period of three hundred sixty-five (365) consecutive dayscalendar year. The Blackout Notice shall be signed by an authorized officer of the Company and shall certify the Company's determination. Executive agrees that upon receipt of a Blackout Notice he shall discontinue offers or sales of Registrable Shares pursuant to any such registration statement for the period of time stated in the Blackout Notice.

Appears in 2 contracts

Samples: Stock Option Agreement (Usa Broadband Inc), Form of Stock Option Agreement (Usa Broadband Inc)

Blackout Rights. Following the effective date of any registration statement filed pursuant to Article 4 of this Agreement, the Company shall be entitled, from time to time, to notify Executive Optionee to discontinue offers or sales of shares pursuant to such registration statement for Registrable Securities for the period of time stated in the written notice (the "Blackout Notice"), if the Company determines, in its reasonable business judgment, that the disclosure required in connection with the offers and sales of the Registrable Securities could materially damage the Company's ability to successfully complete an acquisition, corporate reorganization, securities offering or other voluntary transaction undertaken by the Company (which information the Company would not be required to disclose at such time other than in connection with ExecutiveOptionee's registration statement) that is material to the Company and its subsidiaries taken as a whole. The time period for which Executive Optionee must discontinue offers or sales of shares pursuant to a Blackout Notice shall be for any period the Company reasonably believes is necessary, and if, the Company is unable to determine the duration of such period at the time the Blackout Notice is issued, the Blackout Notice may state that the period extends "until the Executive Optionee is otherwise notified by the Company;" provided that the Blackout Notice may not exceed more than ninety (90) consecutive days or an aggregate of one hundred eighty (180) consecutive days within any period of three hundred sixty-five (365) consecutive dayscalendar year. The Blackout Notice shall be signed by an authorized officer of the Company and shall certify the Company's determination. Executive Optionee agrees that upon receipt of a Blackout Notice he shall discontinue offers or sales of Registrable Shares pursuant to any such registration statement for the period of time stated in the Blackout NoticeNotic_.

Appears in 1 contract

Samples: Asset Purchase Agreement (Las Americas Broadband Inc)

Blackout Rights. Following the effective date of any registration statement filed pursuant to Article 2, 3 or 4 of this Agreement, the Company shall be entitled, from time to time, to notify Executive the Holder(s) to discontinue offers or sales of shares pursuant to such registration statement for Registrable Securities Shares for the period of time stated in the written notice (the "Blackout Notice"), if the Company determines, in its reasonable business judgment, that the disclosure required in connection with the offers and sales of the Registrable Securities Shares could materially damage the Company's ability to successfully complete an acquisition, corporate reorganization, securities offering or other voluntary transaction undertaken by the Company (which information the Company would not be required to disclose at such time other than in connection with Executivethe Holder's registration statement) that is material to the Company and its subsidiaries taken as a whole. The time period for which Executive the Holder(s) must discontinue offers or sales of shares pursuant to a Blackout Notice shall be for any period the Company reasonably believes is necessary, and if, the Company is unable to determine the duration of such period at the time the Blackout Notice is issued, the Blackout Notice may state that the period extends "until the Executive Holder(s) is (are) otherwise notified by the Company;." provided that the Blackout Notice may The Company shall not exceed cause more than one hundred eighty (180) consecutive days days, in the aggregate, within any period of three hundred sixty-five sixty (365360) consecutive daysdays to be subject to a Blackout Notice. The Blackout Notice shall be signed by an authorized officer of the Company and shall certify the Company's determination. Executive Each Holder agrees that upon receipt of a Blackout Notice he each Holder shall discontinue offers or sales of Registrable Shares pursuant to any such registration statement for the period of time stated in the Blackout Notice.

Appears in 1 contract

Samples: Registration Rights Agreement (Inland Real Estate Corp)

Blackout Rights. Following the effective date of any registration statement filed pursuant to Article 4 2 of this Agreement, the Company shall be entitled, from time to time, to notify Executive the Stockholders to discontinue offers or sales of shares pursuant to such registration statement for Registrable Securities Shares for the period of time stated in the written notice (the "Blackout Notice"), if the Company determines, in its reasonable business judgment, that the disclosure required in connection with the offers and sales of the Registrable Securities Shares could materially damage the Company's ’s ability to successfully complete an acquisition, corporate reorganization, securities offering or other voluntary transaction undertaken by the Company (which information the Company would not be required to disclose at such time other than in connection with Executive's the Stockholders’ registration statement) that is material to the Company and its subsidiaries taken as a wholeCompany. The time period for which Executive the Stockholders must discontinue offers or sales of shares pursuant to a Blackout Notice shall be for any period the Company reasonably believes is necessary, and if, the Company is unable to determine the duration of such period at the time the Blackout Notice is issued, the Blackout Notice may state that the period extends "until the Executive is Stockholders are otherwise notified by the Company;" provided ” provided, that the Blackout Notice (together with all other Blackout Notices) may not exceed more than one hundred eighty ninety (18090) consecutive days within any period of three hundred sixty12-five (365) consecutive daysmonth period. The Blackout Notice shall be signed by an authorized officer of the Company and shall certify the Company's ’s determination. Executive agrees that The Stockholders agree that, upon receipt of a Blackout Notice he Notice, they shall discontinue offers or sales of Registrable Shares pursuant to any such registration statement for the period of time stated in the Blackout Notice.

Appears in 1 contract

Samples: Agreement (Universal Access Global Holdings Inc)

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Blackout Rights. Following the effective date of any registration statement filed pursuant to Article 4 2 of this Agreement, the Company shall be entitled, from time to time, to notify Executive the Stockholders to discontinue offers or sales of shares pursuant to such registration statement for Registrable Securities Shares for the period of time stated in the written notice (the "Blackout Notice"), if the Company determines, in its reasonable business judgment, that the disclosure required in connection with the offers and sales of the Registrable Securities Shares could materially damage the Company's ability to successfully complete an acquisition, corporate reorganization, securities offering or other voluntary transaction undertaken by the Company (which information the Company would not be required to disclose at such time other than in connection with Executive's the Stockholders' registration statement) that is material to the Company and its subsidiaries taken as a wholeCompany. The time period for which Executive the Stockholders must discontinue offers or sales of shares pursuant to a Blackout Notice shall be for any period the Company reasonably believes is necessary, and if, the Company is unable to determine the duration of such period at the time the Blackout Notice is issued, the Blackout Notice may state that the period extends "until the Executive is Stockholders are otherwise notified by the Company;" provided provided, that the Blackout Notice (together with all other Blackout Notices) may not exceed more than one hundred eighty ninety (18090) consecutive days within any period of three hundred sixty12-five (365) consecutive daysmonth period. The Blackout Notice shall be signed by an authorized officer of the Company and shall certify the Company's determination. Executive agrees that The Stockholders agree that, upon receipt of a Blackout Notice he Notice, they shall discontinue offers or sales of Registrable Shares pursuant to any such registration statement for the period of time stated in the Blackout Notice.

Appears in 1 contract

Samples: Stock Purchase Agreement (Universal Access Global Holdings Inc)

Blackout Rights. Following the effective date of any registration statement filed pursuant to Article 4 of this AgreementSection 7(a), the Company shall be entitled, from time to time, to notify Executive the Holder to discontinue offers or sales of shares pursuant to such registration statement for Registrable Securities Shares for the period of time stated in the written notice (the "Blackout Notice"), if the Company determines, in its reasonable business judgment, that the disclosure required in connection with the offers and sales of the Registrable Securities Shares could materially damage the Company's ’s ability to successfully complete an acquisition, corporate reorganization, securities offering or other voluntary transaction undertaken by the Company (which information the Company would not be required to disclose at such time other than in connection with Executive's the Holder’s registration statement) that is material to the Company and its subsidiaries taken as a whole. The time period for which Executive the Holder must discontinue offers or sales of shares pursuant to a Blackout Notice shall be for any period the Company reasonably believes is necessary, and if, the Company is unable to determine the duration of such period at the time the Blackout Notice is issued, the Blackout Notice may state that the period extends "until the Executive Holder is otherwise notified by the Company;" provided that the Blackout Notice may not exceed more than one hundred eighty (180) consecutive days within any period of three hundred sixty-five (365) consecutive days. The Blackout Notice shall be signed by an authorized officer of the Company and shall certify the Company's ’s determination. Executive The Holder agrees that upon receipt of a Blackout Notice he it shall discontinue offers or sales of Registrable Shares pursuant to any such registration statement for the period of time stated in the Blackout Notice.

Appears in 1 contract

Samples: Universal Access Global Holdings Inc

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