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 more than one time during any twelve (12) month which period shall not exceed thirty (30) days. 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 regula- tions promulgated thereunder or as may reasonably be requested by the Holders of a majority of the Registrable Securities then outstanding. (g)

Delay in Filing; Suspension of Registration. If the continued effectiveness of the Demand a 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 such Shelf Registration Statement (a "Demand Shelf Suspension"); provided, however, that the Company shall not be permitted to exercise a Demand Shelf Suspension more than one time during any twelve (12) month period which period shall not exceed thirty (30) days. 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 Registration a Shelf Registra- tion Statement, if required by the registration form used by the Company for the Demand such Shelf Registration or by the instructions applicable to such registration form or by the Securities Act or the rules or regula- tions regulations promulgated thereunder or as may reasonably be requested by the Holders holders of a majority of the Registrable Securities then outstanding. (gd)

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 Disclosuredisclose any pending material developments or other events that have not yet been publicly disclosed and as to which the Company believes public disclosure would be detrimental to the Company, the Company may, upon giving prompt written notice of such action to the holdersSelling Shareholders, delay the filing or initial effectiveness of, or suspend the use of the Demand Registration Statement (each, a "Demand Suspension"); provided, however, that the Company shall not be permitted to exercise a Demand Suspension (i) more than one time two (2) times during any twelve 12-month period, or (12ii) month which for a period shall not exceed thirty exceeding sixty (3060) daysdays on any one (1) such occasion. In the case of a Demand Suspension, the holders Selling Shareholders agree to suspend use of the applicable Prospectus related to the Demand Registration in connection with any such sale or purchase of, or offer to sell or purchase of purchase, Registrable Securities Securities, upon receipt of the notice referred to above. The Company shall immediately promptly (but in all events within three (3) Business Days) notify the holders Selling Shareholders 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 Selling Shareholders such numbers of copies of the Prospectus as so amended or supplemented as the holders Selling Shareholders 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 regula- tions regulations promulgated thereunder or as may reasonably be requested by the Holders holders of a majority of the Registrable Securities then outstanding. (g).

Delay in Filing; Suspension of Registration. If the filing of the Shelf Registration Statement or 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 holdersHolders, delay filing the Shelf Registration Statement or suspend use of the Demand Shelf Registration Statement (in either case, a "Demand Shelf Suspension"); provided, however, that the Company shall not be permitted to exercise a Demand Shelf Suspension (i) more than one time twice during any twelve (12) month which period, (ii) for a period shall not exceed thirty exceeding forty-five (3045) daysdays on any one occasion, or (iii) for an aggregate period exceeding sixty (60) days in any twelve (12) month period. In the case of a Demand Shelf Suspension, the holders agree notice required above shall request the Holders to suspend any sale or purchase, or offer to sell or purchase the Registrable Shares, and to suspend use of the Prospectus related to the Demand Shelf 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 abovepurchase. 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 holder 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 regula- tions promulgated thereunder or as may reasonably be requested by the Holders of a majority of the Registrable Securities then outstanding. (g).