Common use of Delay in Filing; Suspension of Registration Clause in Contracts

Delay in Filing; Suspension of Registration. If the continued effectiveness of the Demand Registration Statement at any time would require the Company to make an Adverse Disclosure, the Company may, upon giving prompt written notice of such action to the holders, suspend use of the Demand Registration Statement (a "Demand Suspension"); provided, however, that the Company shall not be permitted to exercise a Demand Suspension (i) more than three times during any twenty-four (24) month period, (ii) for a period exceeding forty (40) days on any one occasion, or (iii) for an aggregate period exceeding one hundred twenty (120) days in any twelve (12) month period with respect to more than one Demand Suspension. In the case of a Demand Suspension, the holders agree to suspend use of the Prospectus related to the Demand Registration in connection with any such sale or purchase or offer to sell or purchase of Registrable Securities upon receipt of the notice referred to above. The Company shall immediately notify the holders upon the termination of any Demand Suspension, amend or supplement the Prospectus, if necessary, so it does not contain any untrue statement or omission therein and furnish to the holders such numbers of copies of the Prospectus as so amended or supplemented as the holders may reasonably request. The Company agrees, if necessary, to supplement or make amendments to the Demand Registration Statement, if required by the registration form used by the Company for the Demand Registration or by the instructions applicable to such registration form or by the Securities Act or the rules or regulations promulgated thereunder or as may reasonably be requested by the Holders of a majority of the Registrable Securities to be included in such Registration.

Delay in Filing; Suspension of Registration. If the continued effectiveness of the Demand Registration Statement at any time would require the Company to make an Adverse Disclosure, the Company may, upon giving prompt written notice of such action to the holders, suspend use of the Demand Registration Statement (a "Demand Suspension"); provided, however, that the Company shall not be permitted to exercise a Demand Suspension (i) more than three times during any twenty-four (24) month period, (ii) for a period exceeding forty (40) days on any one occasion, or (iii) for an aggregate period exceeding one hundred twenty (120) days in any twelve (12) month period with respect to more than one Demand Suspension. In the case of a Demand Suspension, the holders agree to suspend use of the Prospectus related to the Demand Registration in connection with any such sale or purchase or offer to sell or purchase of Registrable Securities upon receipt of the notice referred to above. The Company shall immediately notify the holders upon the termination of any Demand Suspension, amend or supplement the Prospectus, if necessary, so it does not contain any untrue statement or omission therein and furnish to the holders such numbers of copies of the Prospectus as so amended or supplemented as the holders may reasonably request. The Company agrees, if necessary, to supplement or make amendments to the Demand Registration Statement, if required by the registration form used by the Company for the Demand Registration or by the instructions applicable to such registration form or by the Securities Act or the rules or regulations promulgated thereunder or as may reasonably be requested by the Holders of a majority of the Registrable Securities to be included in such Registrationthen outstanding.

Delay in Filing; Suspension of Registration. If the filing, initial effectiveness or continued effectiveness use of the a Demand Registration Statement at any time would require the Company Partnership to make an Adverse Disclosure, the Company Partnership may, upon giving prompt written notice of such action to the holdersHolders, delay the filing or initial effectiveness of, or suspend use of of, the Demand Registration Statement (a "“Demand Suspension"”); provided, however, that the Company Partnership shall not be permitted to exercise a Demand Suspension or Shelf Suspension (as defined in Section 2.02(d)) (i) more than three times once during any twenty-four twelve (24) month 12)-month period, or (ii) for a period exceeding forty thirty (4030) days on any one occasion, or (iii) for an aggregate period exceeding one hundred twenty (120) days in any twelve (12) month period with respect to more than one Demand Suspension. In the case of a Demand Suspension, the holders Holders agree to suspend use of the applicable Prospectus related to the Demand Registration in connection with any such sale or purchase purchase, or offer to sell or purchase of purchase, Registrable Securities Securities, upon receipt of the notice referred to above. The Company Partnership shall immediately notify the holders Holders upon the termination of any Demand Suspension, amend or supplement the Prospectus, if necessary, so it does not contain any untrue statement or omission therein and furnish to the holders Holders such numbers of copies of the Prospectus as so amended or supplemented as the holders Holders may reasonably request. The Company Partnership agrees, if necessary, to supplement or make amendments to the Demand Registration Statement, if required by the registration form used by the Company Partnership for the Demand Registration or by the instructions applicable to such registration form or by the Securities Act or the rules or regulations promulgated thereunder or as may reasonably be requested by the Holders of a majority of the Registrable Securities to be included in such RegistrationDemanding Holder.

Delay in Filing; Suspension of Registration. If the filing, initial effectiveness or continued effectiveness use of the a Demand Registration Statement at any time would require the Company to make an Adverse Disclosure, the Company may, upon giving prompt written notice of such action to the holdersHolders, delay the filing or initial effectiveness of, or suspend use of of, the Demand Registration Statement (a "“Demand Suspension"”); provided, however, that the Company shall not be permitted to exercise a Demand Suspension or Shelf Suspension (as defined in Section 2.02(f)) (i) more than three times once during any twenty-four twelve (24) month 12)-month period, or (ii) for a period exceeding forty thirty (4030) days on any one occasion, or (iii) for an aggregate period exceeding one hundred twenty (120) days in any twelve (12) month period with respect to more than one Demand Suspension. In the case of a Demand Suspension, the holders Holders agree to suspend use of the applicable Prospectus related to the Demand Registration in connection with any such sale or purchase purchase, or offer to sell or purchase of purchase, Registrable Securities Securities, upon receipt of the notice referred to above. The Company shall immediately notify the holders Holders upon the termination of any Demand Suspension, amend or supplement the Prospectus, if necessary, so it does not contain any untrue statement or omission therein and furnish to the holders Holders such numbers of copies of the Prospectus as so amended or supplemented as the holders Holders may reasonably request. The Company agrees, if necessary, to supplement or make amendments to the Demand Registration Statement, if required by the registration form used by the Company for the Demand Registration or by the instructions applicable to such registration form or by the Securities Act or the rules or regulations promulgated thereunder or as may reasonably be requested by the Holders of a majority of the Registrable Securities to be included in such RegistrationDemanding Sponsor.

Delay in Filing; Suspension of Registration. If the filing, initial effectiveness or continued effectiveness use of the a Demand Registration Statement at any time would require the Company to make an Adverse Disclosure, the Company may, upon giving prompt written notice of such action to the holdersHolders, delay the filing or initial effectiveness of, or suspend use of of, the Demand Registration Statement (a "“Demand Suspension"”); provided, however, that the Company shall not be permitted to exercise a Demand Suspension (i) more than three times twice during any twenty12-four (24) month period, (ii) for a period exceeding forty (40) 60 days on any one occasion, occasion or (iii) for an aggregate period exceeding one hundred twenty (120) of more than 90 days in any twelve (12) -month period with respect to more than one Demand Suspensionperiod. In the case of a Demand Suspension, the holders Holders agree to suspend use of the applicable Prospectus related to the Demand Registration in connection with any such sale or purchase purchase, or offer to sell or purchase of purchase, Registrable Securities Securities, upon receipt of the notice referred to above. The Company shall immediately notify the holders Holders in writing upon the termination of any Demand Suspension, amend or supplement the Prospectus, if necessary, so it does not contain any untrue statement or omission therein and furnish to the holders Holders such numbers of copies of the Prospectus as so amended or supplemented as the holders Holders may reasonably request. The Company agreesshall, if necessary, to supplement or make amendments to amend the Demand Registration Statement, if required by the registration form used by the Company for the Demand Registration or by the instructions applicable to such registration form or by the Securities Act or the rules or regulations promulgated thereunder or as may reasonably be requested by the Holders of a majority of the Registrable Securities to be that are included in such RegistrationDemand Registration Statement.

Delay in Filing; Suspension of Registration. If the filing, initial effectiveness or continued effectiveness use of the a Demand Registration Statement at any time would require the Company to make an Adverse Disclosure, the Company may, upon giving prompt written notice of such action to the holdersHolders, delay the filing or initial effectiveness of, or suspend use of of, the Demand Registration Statement (a "“Demand Suspension"”); provided, however, that the Company shall not be permitted to exercise a Demand Suspension (i) more than three times once during any twenty-four twelve (24) month period, 12)-month period or (ii) for a period exceeding forty thirty (4030) days on any one occasion, or (iii) for an aggregate period exceeding one hundred twenty (120) days in any twelve (12) month period with respect to more than one Demand Suspension. In the case of a Demand Suspension, the holders Holders agree to suspend use of the applicable Prospectus related to the Demand Registration and any Issuer Free Writing Prospectuses in connection with any such sale or purchase purchase, or offer to sell or purchase of purchase, Registrable Securities Securities, upon receipt of the notice referred to above. The Company shall immediately notify the holders Holders upon the termination of any Demand Suspension, amend or supplement the Prospectus or any Issuer Free Writing Prospectus, if necessary, so it does not contain any untrue statement or omission therein and furnish to the holders Holders such numbers of copies of the Prospectus and any Issuer Free Writing Prospectus as so amended or supplemented as the holders may reasonably request. The Company agreesshall, if necessary, to supplement or make amendments to the Demand Registration Statement, if required by the registration form used by the Company for the Demand Registration or by the instructions applicable to such registration form or by the Securities Act or the rules or regulations promulgated thereunder or as may reasonably be requested by the Holders of a majority of the Registrable Securities to be that are included in such RegistrationDemand Registration Statement.

Delay in Filing; Suspension of Registration. If the filing, initial effectiveness or continued effectiveness use of the a Demand Registration Statement at any time would require the Company to make an Adverse Disclosure, the Company may, upon giving prompt written notice of such action to the holdersHolders, delay the filing or initial effectiveness of, or suspend use of of, the Demand Registration Statement (a "“Demand Suspension"”); provided, however, that the Company shall not be permitted to exercise a Demand Suspension or Shelf Suspension (as defined in Section 2.02(d)) (i) more than three times once during any twenty-four twelve (24) month 12)-month period, or (ii) for a period exceeding forty thirty (4030) days on any one occasion, or (iii) for an aggregate period exceeding one hundred twenty (120) days in any twelve (12) month period with respect to more than one Demand Suspension. In the case of a Demand Suspension, the holders Holders agree to suspend use of the applicable Prospectus related to the Demand Registration in connection with any such sale or purchase purchase, or offer to sell or purchase of purchase, Registrable Securities Securities, upon receipt of the notice referred to above. The Company shall immediately notify the holders Holders upon the termination of any Demand Suspension, amend or supplement the Prospectus, if necessary, so it does not contain any untrue statement or omission therein and furnish to the holders Holders such numbers of copies of the Prospectus as so amended or supplemented as the holders Holders may reasonably request. The Company agrees, if necessary, to supplement or make amendments to the Demand Registration Statement, if required by the registration form used by the Company for the Demand Registration or by the instructions applicable to such registration form or by the Securities Act or the rules or regulations promulgated thereunder or as may reasonably be requested by the Holders of a majority of the Registrable Securities to be included in such RegistrationDemanding Sponsor.

Delay in Filing; Suspension of Registration. If the filing, initial effectiveness or continued effectiveness use of the a Demand Registration Statement at any time would require the Company to make an Adverse Disclosure, the Company may, upon giving prompt written notice of such action to the holdersStockholders, delay the filing or initial effectiveness of, or suspend use of of, the Demand Registration Statement (a "“Demand Suspension"”); provided, however, that the Company shall not be permitted to exercise a Demand Suspension or Shelf Suspension (as defined in Section 5.02(d)) (i) more than three times once during any twenty-four twelve (24) month 12)-month period, or (ii) for a period exceeding forty thirty (4030) days on any one occasion, or (iii) for an aggregate period exceeding one hundred twenty (120) days in any twelve (12) month period with respect to more than one Demand Suspension. In the case of a Demand Suspension, the holders Stockholders agree to suspend use of the applicable Prospectus related to the Demand Registration in connection with any such sale or purchase purchase, or offer to sell or purchase of purchase, Registrable Securities Securities, upon receipt of the notice referred to above. The Company shall immediately notify the holders Stockholders upon the termination of any Demand Suspension, amend or supplement the Prospectus, if necessary, so it does not contain any untrue statement or omission therein and furnish to the holders Stockholders such numbers of copies of the Prospectus as so amended or supplemented as the holders Stockholders may reasonably request. The Company agrees, if necessary, to supplement or make amendments to the Demand Registration Statement, if required by the registration form used by the Company for the Demand Registration or by the instructions applicable to such registration form or by the Securities Act or the rules or regulations promulgated thereunder or as may reasonably be requested by the Holders of a majority of the Registrable Securities to be included in such RegistrationDemanding Sponsor.

Delay in Filing; Suspension of Registration. If the continued effectiveness of the Demand Shelf Registration Statement at any time would require the Company to make an Adverse Disclosure, the Company may, upon giving prompt written notice of such action to the holders, suspend use of the Demand Shelf Registration Statement (a "Demand Shelf Suspension"); provided, however, that the Company shall not be permitted to exercise a Demand Shelf Suspension (i) more than three times during any twenty-four (24) month period, (ii) for a period exceeding forty (40) days on any one occasion, or (iii) for an aggregate period exceeding one hundred twenty (120) days in any twelve (12) month period with respect to more than one Demand Shelf Suspension. In the case of a Demand Shelf Suspension, the holders agree to suspend use of the Prospectus related to the Demand Shelf Registration in connection with any such sale or purchase of or offer to sell or purchase of Registrable Securities upon receipt of the notice referred to above. The Company shall immediately notify the holders upon the termination of any Demand Shelf Suspension, amend or supplement the Prospectus, if necessary, so it does not contain any untrue statement or omission therein and furnish to the holders such numbers of copies of the Prospectus as so amended or supplemented as the holders may reasonably request. The Company agrees, if necessary, to supplement or make amendments to the Demand Shelf Registration Statement, if required by the registration form used by the Company for the Demand Shelf Registration or by the instructions applicable to such registration form or by the Securities Act or the rules or regulations promulgated thereunder or as may reasonably be requested by the Holders of a majority of the Registrable Securities to be included in such Registrationthen outstanding.

Delay in Filing; Suspension of Registration. If the continued effectiveness of the Demand Registration Statement at any time would require the Company to make an Adverse Disclosure, the Company may, upon giving prompt written notice of such action to the holders, suspend use of the Demand Registration Statement (a "Demand Suspension"); provided, however, that the Company shall not be permitted to exercise a Demand Suspension (i) more than three times during any twenty-four (24) month period, (ii) for a period exceeding forty (40) days on any one occasion, or (iii) for an aggregate period exceeding one hundred twenty (120) days in any twelve (12) month period with respect to more than one Demand Suspension. In the case of a Demand Suspension, the holders agree to suspend use of the Prospectus related to the Demand Registration in connection with any such sale or purchase or offer to sell or purchase of Registrable Securities upon receipt of the notice referred to above. The Company shall immediately notify the holders upon the termination of any Demand Suspension, amend or supplement the Prospectus, if necessary, so it does not contain any untrue statement or omission therein and furnish to the holders such numbers of copies of the Prospectus as so amended or supplemented as the holders may reasonably request. The Company agrees, if necessary, to supplement or make amendments to the Demand Registration Statement, if required by the registration form used by the Company for the Demand Registration or by the instructions applicable to such registration form or by the Securities Act or the rules or regulations promulgated thereunder or as may reasonably be requested by the Holders of a majority of the Registrable Securities to be included in such Registration.registration

Delay in Filing; Suspension of Registration. If the filing, initial effectiveness or continued effectiveness use of the a Demand Registration Statement at any time would require the Company to make an Adverse Disclosure, the Company may, upon giving prompt written notice of such action to the holdersStockholders, delay the filing or initial effectiveness of, or suspend use of of, the Demand Registration Statement (a "“Demand Suspension"”); provided, however, that the Company shall not be permitted to exercise a Demand Suspension (i) more than three times during any twenty-four (24) month period, (ii) or Shelf Suspension for a period exceeding forty 75 (40seventy-five) days on any one occasion, occasion or 150 (iii) for an aggregate period exceeding one hundred twenty (120and fifty) days in during any twelve 12 (12) month period with respect to more than one Demand Suspensiontwelve)-month period. In the case of a Demand Suspension, the holders agree to Stockholders shall suspend use of the applicable Prospectus related to the Demand Registration in connection with any such sale or purchase purchase, or offer to sell or purchase of purchase, Registrable Securities upon receipt of the notice referred to above. The Company shall immediately promptly notify the holders Stockholders upon the termination of any Demand Suspension, amend or supplement the Prospectus, if necessary, so it does not contain any untrue statement or omission therein and furnish to the holders Stockholders such numbers of copies of the Prospectus as so amended or supplemented as the holders Stockholders may reasonably request. The Company agrees, if necessary, to shall supplement or make amendments to the Demand Registration Statement, Statement if required by the registration form used by the Company for the Demand Registration or by the instructions applicable to such registration form or by the Securities Act or the rules or regulations promulgated thereunder or as may reasonably be requested by the Holders of a majority of the Registrable Securities to be included in such RegistrationDemanding Stockholder.

Delay in Filing; Suspension of Registration. If the filing, initial effectiveness or continued effectiveness use of the Demand a Registration Statement at any time would require the Company to make an Adverse Disclosure, the Company may, upon giving prompt written notice of such action to the holdersparticipating Holders, with a certificate signed by the Chief Executive Officer or equivalent Officer, delay the filing or initial effectiveness of, or suspend use of of, the Demand Registration Statement (a "Demand “Suspension"”); provided, however, that the Company shall may not be permitted to exercise a Demand Suspension (i) more than three times during any twenty-four (24) month period, (ii) for a period exceeding forty (40) 60 days on any one occasion, (ii) for an aggregate of more than 90 days in any 12-month period or (iii) for an aggregate period exceeding one hundred twenty (120) days more than three occasions in any twelve (12) -month period with respect to more than one Demand Suspensionperiod. In the case of a Demand Suspension, the holders participating Holders agree to suspend use of the applicable Prospectus related to the Demand Registration in connection with any such sale or purchase purchase, or offer to sell or purchase of purchase, Registrable Securities Securities, upon receipt of the notice referred to above. The Company shall immediately notify the holders participating Holders in writing upon the termination of any Demand Suspension. The Company shall as promptly as practicable, if necessary, amend or supplement the Prospectus, if necessary, Prospectus so it does not contain any untrue statement or omission therein and furnish to the holders participating Holders such numbers of copies of the Prospectus as so amended or supplemented as the holders participating Holders may reasonably request. The Company agreesshall as promptly as practicable, if necessary, to supplement or make amendments to amend the Demand Registration Statement, if required by the registration form used by the Company for the Demand Registration Statement or by the instructions applicable to such registration form or by the Securities Act or the rules or regulations promulgated thereunder or as may reasonably be requested by the Holders of a majority of the Registrable Securities to be included in such Registrationparticipating Holders.