Common use of Cease Disposition Clause in Contracts

Cease Disposition. Each Investor agrees that, upon receipt of any notice from the Company of the happening of any event of the kind described in Section 3.6, such Investor will immediately discontinue disposition of Registrable Securities pursuant to any Registration Statement(s) covering such Registrable Securities until such Investor’s receipt of notice that the supplemented or amended prospectus contemplated by Section 3.6 has been filed with the SEC or receipt of notice that no supplement or amendment is required. Notwithstanding anything to the contrary, the Company shall cause its transfer agent to deliver unlegended shares of Common Shares to a transferee of an Investor in accordance with the terms of the Subscription Agreements in connection with any sale of Registrable Securities with respect to which an Investor has entered into a contract for sale prior to the Investor’s receipt of a notice from the Company of the happening of any event of the kind described in Section 3.6 and for which the Investor has not yet settled. For the avoidance of doubt, each Investor may continue to resell any Registrable Securities pursuant to Rule 144 or any other available exemption from registration.

Appears in 5 contracts

Samples: Registration Rights Agreement (Northern Dynasty Minerals LTD), Registration Rights Agreement (Northern Dynasty Minerals LTD), Registration Rights Agreement (Northern Dynasty Minerals LTD)

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Cease Disposition. Each Investor agrees that, upon receipt of any notice from the Company of the happening of any event of the kind described in Section 3.6, such Investor will immediately discontinue disposition of Registrable Securities pursuant to any Registration Statement(s) covering such Registrable Securities until such Investor’s receipt of notice that the supplemented or amended prospectus contemplated by Section 3.6 has been filed with the SEC or receipt of notice that no supplement or amendment is required. Notwithstanding anything to the contrary, the Company shall cause its transfer agent to deliver unlegended shares of Common Shares Stock to a transferee of an Investor in accordance with the terms of the Subscription Agreements Securities Purchase Agreement in connection with any sale of Registrable Securities with respect to which an Investor has entered into a contract for sale prior to the Investor’s receipt of a notice from the Company of the happening of any event of the kind described in Section 3.6 and for which the Investor has not yet settled. For the avoidance of doubt, each Investor may continue to resell any Registrable Securities pursuant to Rule 144 or any other available exemption from registration.

Appears in 2 contracts

Samples: Registration Rights Agreement (Vitran Corp Inc), Securities Purchase Agreement (Vitran Corp Inc)

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Cease Disposition. Each Investor agrees that, upon receipt of any notice from the Company of the happening of any event of the kind described in Section 3.6, such Investor will immediately discontinue disposition of Registrable Securities pursuant to any Registration Statement(s) covering such Registrable Securities until such Investor’s Investors receipt of notice that the supplemented or amended prospectus contemplated by Section 3.6 has been filed with the SEC or receipt of notice that no supplement or amendment is required. Notwithstanding anything to the contrary, the Company shall cause its transfer agent to deliver unlegended shares of Common Shares to a transferee of an Investor in accordance with the terms of the Subscription Agreements in connection with any sale of Registrable Securities with respect to which an Investor has entered into a contract for sale prior to the Investor’s Investors receipt of a notice from the Company of the happening of any event of the kind described in Section 3.6 and for which the Investor has not yet settled. For the avoidance of doubt, each Investor may continue to resell any Registrable Securities pursuant to Rule 144 or any other available exemption from registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Northern Dynasty Minerals LTD)

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