Common use of Company's Ability to Postpone Clause in Contracts

Company's Ability to Postpone. The Company shall have the right to postpone the filing or effectiveness of a registration statement under Section 2.1 and each proposed sale of Shares by the Investor under an effective registration statement under Section 2.1 or 2.2, for a reasonable period of time (not exceeding 60 days) (the “Blackout Period”) if the Company furnishes the Investor with a certificate signed by the Chief Executive Officer of the Company stating that the Company’s board of directors, in its good faith judgment, has determined that effecting the registration or sale at such time would adversely affect a material financing, acquisition, disposition of assets or stock, merger or other comparable transaction or would require the Company to make public disclosure of information the public disclosure of which would have a material adverse effect upon the Company; provided, that the Blackout Period shall terminate if effecting the registration or sale would cease to adversely affect any such transaction (whether because such transaction shall have been disclosed, abandoned or otherwise), or if the applicable information has been disclosed or if the disclosure of such information would cease to have a material adverse effect upon the Company, as the case may be, and the Company shall provide the Investor with prompt notice of the termination of the Blackout Period; provided, further, however, that notwithstanding anything herein to the contrary, the Company shall only be entitled to exercise its rights under this Section on one occasion during any 9-month period; provided further, however, that during any such Blackout Period, the Company shall also delay the filing or effectiveness of, and shall not sell or permit a sale under, any registration statement with respect to any securities of the Company to be sold by the Company or by any other stockholders of the Company.

Company's Ability to Postpone. The Company shall have the right be entitled to postpone the filing or effectiveness of a registration statement under Section 2.1 and each proposed sale of Shares by the Investor under an effective registration statement under Section 2.1 or 2.2, for a reasonable period of time (but not exceeding 60 daysa total of 120 days in any 360-day period) (the “Blackout Period”) if filing of any registration statement or suspend the effectiveness of any registration statement or otherwise effecting any registration or qualifying Registrable Securities for sale by way of prospectus under this Article VI, if, upon a Determination of the Directors the Company furnishes the Investor with concludes that, a certificate signed by the Chief Executive Officer of the Company stating that the Company’s board of directors, in its good faith judgment, has determined that effecting the registration or sale at such time by way of prospectus of Registrable Securities pursuant to this Article VI would materially adversely affect a material any financing, acquisitionoffering, disposition of assets acquisition or stockdisposition, merger corporate reorganization or other comparable material transaction involving the Company or any of its Affiliates, or would require the Company to make public premature disclosure of information the public disclosure of which would have a material adverse effect upon the Companythereof; provided, that the Blackout Period shall terminate if effecting the registration or sale would cease to adversely affect any such transaction (whether because such transaction shall have been disclosed, abandoned or otherwise), or if the applicable information has been disclosed or if the disclosure of such information would cease to have a material adverse effect upon the Company, as the case may be, and the Company shall provide the Investor with prompt notice of the termination of the Blackout Period; provided, further, however, that notwithstanding anything herein to the contrary, in any event the Company shall only not be entitled required to exercise its rights under effect any registration or sale by way of prospectus prior to the termination, waiver or reduction of any reasonable "blackout period" required by the underwriters to be applicable to the Holders or the Company, if any, in connection with any offering (any blackout period described in this Section on one occasion during any 9-month period; provided further, however, that during any such Blackout Period, proviso not to exceed the shorter of (i) the shortest blackout period applicable to the Company shall also delay and/or the filing or effectiveness of, and shall not sell or permit a sale under, any registration statement with respect to any other holders of securities of the Company selling in the offering giving rise to be sold by such blackout period and (ii) 90 days). The Company shall promptly give each applicable Holder notice of such conclusion. If the Company shall so postpone the filing of a registration statement or prospectus or suspend the effectiveness or use of any registration statement or prospectus, the Holders of Registrable Securities requesting registration or sale by any other stockholders way of prospectus thereof pursuant to Section 6.01 shall have the right to withdraw the request for registration by giving written notice to the Company within 30 days after receipt of the Companynotice of postponement or suspension and, in the event of such withdrawal, such request shall not be counted for purposes of the requests for registration or sale by way of prospectus to which Holders of Registrable Securities are entitled pursuant to Section 6.01 hereof (provided that the Company shall remain responsible for all Registration Expenses incurred in connection therewith).