Common use of Delay or Suspension of Registration Clause in Contracts

Delay or Suspension of Registration. If the filing, initial effectiveness or continued use of a Registration Statement, including a Shelf Registration Statement, in respect of a Demand Registration at any time would require the Company to make an Adverse Disclosure, then the Company may, upon giving prompt written notice of such action to the Holders which are included in such Demand Registration, delay the filing or initial effectiveness of, or suspend use of, such Registration Statement; provided, that the Company shall not be permitted to do so in the aggregate pursuant to this Section 2.1(g) and Section 2.2(c), (i) more than two (2) times during any twelve (12) month period, (ii) for a period exceeding sixty (60) days on any one occasion or (iii) for a period exceeding one hundred twenty (120) days in any twelve (12) month period. In the event the Company exercises its rights under the preceding sentence, the Holders agree to suspend, promptly upon their receipt of the notice referred to above, their use of the Prospectus relating to the Demand Registration in connection with any sale or offer to sell Registrable Securities. The Company shall promptly notify the Holders of the expiration of any period during which it exercised its rights under this Section 2.1(g). The Company agrees that, in the event it exercises its rights under this Section 2.1(g), it shall, as promptly as reasonably practicable following the completion or abandonment of the transaction giving rise to the Corporation’s suspension notice, and in any event within the time requirements set forth in this Section 2.1(g), file an amendment to, or a Prospectus supplement with respect to, and otherwise use its best efforts to, update, the suspended Registration Statement as may be necessary to permit the Holders to resume use thereof in connection with the offer and sale of their Registrable Securities in accordance with applicable law. The Company shall not be obligated to effect, or to take any action to effect, any registration pursuant to this Section 2.1 (i) during the period that is sixty (60) days before the Company’s good faith estimate of the date of filing of, and ending on a date that is one hundred twenty (120) days after the effective date of, a Company-initiated registration, provided, that the Company is actively employing in good faith commercially reasonable efforts to cause such Registration Statement to become effective.

Delay or Suspension of Registration. If the filing, initial effectiveness or continued use of a Registration Statement, including a Shelf Registration Statement, Statement in respect of a Demand Registration or Shelf Registration at any time would require the Company to make an Adverse Disclosure, then the Company may, upon giving prompt written notice of such action to the Holders which are included in such Demand Registration or Shelf Registration, as applicable, delay the filing or initial effectiveness of, or suspend use of, such Registration Statement; provided, that the Company shall not be permitted to do so in the aggregate pursuant to this Section 2.1(g2.1(h) and Section 2.2(c), (i) more than two (2) times during any twelve (12) -month period, (ii) for a period exceeding sixty (60) 60 days on any one occasion or (iii) for a period exceeding one hundred twenty (120) 120 days in any twelve (12) 12- month period. In the event the Company exercises its rights under the preceding sentence, the Holders agree to suspend, promptly upon their receipt of the notice referred to above, their use of the Prospectus relating to the Demand Registration or Shelf Registration, as the case may be, in connection with any sale or offer to sell Registrable Securities. The Company shall promptly notify the Holders of the expiration of any period during which it exercised its rights under this Section 2.1(g2.1 (h). The Company agrees that, in the event it exercises its rights under this Section 2.1(g2.1 (h), it shall, as promptly as reasonably practicable following the completion or abandonment of the transaction giving rise to the CorporationCompany’s suspension notice, and in any event within the time requirements set forth in this Section 2.1(g2.1(h), file an amendment to, or a Prospectus supplement with respect to, and otherwise use its best efforts to, update, the suspended Registration Statement as may be necessary to permit the Holders to resume use thereof in connection with the offer and sale of their Registrable Securities in accordance with applicable law. The Company shall not be obligated to effect, or to take any action to effect, any registration pursuant to this Section 2.1 (i) during the period that is sixty (60) 60 days before the Company’s good faith estimate of the date of filing of, and ending on a date that is one hundred twenty (120) 120 days after the effective date of, a Company-initiated registration, provided, that the Company is actively employing in good faith commercially reasonable efforts to cause such Registration Statement to become effective.

Delay or Suspension of Registration. If the filing, initial effectiveness or continued use of a Registration Statement, including a Shelf Registration Statement, in respect of a Demand Registration at any time would require the Company to make an Adverse Disclosure, then the Company may, upon giving prompt written notice of such action to the Holders which are included in such Demand Registration, delay the filing or initial effectiveness of, or suspend use of, such Registration Statement; provided, that the Company shall not be permitted to do so in the aggregate pursuant to this Section 2.1(g) and Section 2.2(c), ) (i) more than two (2) times during any twelve (12) month period, (ii) for a period exceeding sixty (60) days on any one occasion or (iii) for a period exceeding one hundred twenty (120) days in any twelve (12) month period. In the event the Company exercises its rights under the preceding sentence, the Holders agree to suspend, promptly upon their receipt of the notice referred to above, their use of the Prospectus relating to the Demand Registration in connection with any sale or offer to sell Registrable Securities. The Company shall promptly notify the Holders of the expiration of any period during which it exercised its rights under this Section 2.1(g). The Company agrees that, in the event it exercises its rights under this Section 2.1(g), it shall, as promptly as reasonably practicable following the completion or abandonment of the transaction giving rise to the Corporation’s suspension notice, and in any event within the time requirements set forth in this Section 2.1(g), file an amendment to, or a Prospectus supplement with respect to, and otherwise use its best efforts to, update, the suspended Registration Statement as may be necessary to permit the Holders to resume use thereof in connection with the offer and sale of their Registrable Securities in accordance with applicable law. The Company shall not be obligated to effect, or to take any action to effect, any registration pursuant to this Section 2.1 (i) during the period that is sixty (60) days before the Company’s good faith estimate of the date of filing of, and ending on a date that is one hundred twenty (120) days after the effective date of, a Company-initiated registration, provided, that the Company is actively employing in good faith commercially reasonable efforts to cause such Registration Statement to become effective.