Delay or Suspension. Notwithstanding anything herein to the contrary, the Company may, at any time, delay the filing of the Shelf Registration for a period of up to 60 days following the Filing Date or suspend the effectiveness of any Registration Statement for a period of up to 90 days in the aggregate in any calendar year, as appropriate (a "Suspension Period"), by giving notice to each holder of Registrable Securities to be included in the Registration Statement, if the Company shall have determined that the Company may be required to disclose any material corporate development which disclosure may have a material effect on the Company. Each holder of Registrable Securities agrees by acquisition of such Registrable Securities that, upon receipt of any notice from the Company of a Suspension Period, such holder shall forthwith discontinue disposition of such Registrable Securities covered by such Registration Statement or Prospectus until such holder (i) is advised in writing by the Company that the use of the applicable Prospectus may be resumed, (ii) has received copies of a supplemental or amended prospectus, if applicable, and (iii) has received copies of any additional or supplemental filings which are incorporated or deemed to be incorporated by reference in such Prospectus. The Company shall prepare, file and furnish to each holder of Registrable Securities immediately upon the expiration of any Suspension Period, appropriate supplements or amendments, if applicable, to the Prospectus and appropriate documents, if applicable, incorporated by reference in the Registration Statement.
Appears in 3 contracts
Samples: Registration Rights Agreement (Sunrise Technologies International Inc), Registration Rights Agreement (Sunrise Technologies International Inc), Registration Rights Agreement (Med-Design Corp)
Delay or Suspension. Notwithstanding anything herein to the contrary, the Company may, at any time, delay the filing of the Shelf Registration for a period of up to 60 days following the Filing Date or suspend the effectiveness of any Registration Statement for a period of up to 60 consecutive days or 90 days in the aggregate in any calendar year, as appropriate (a "βSuspension Period"β), by giving notice to each holder of Registrable Securities to be included in the Registration Statement, if the Company shall have determined determined, after consultation with its counsel, that the Company may be is required to disclose any material corporate development which disclosure may the Company determines could reasonably be expected to have a material effect on the Company. Each holder of Registrable Securities agrees by acquisition of such Registrable Securities that, upon receipt of any notice from the Company of a Suspension Period, such holder shall forthwith discontinue disposition of such Registrable Securities covered by such Registration Statement or Prospectus until such holder (i) is advised in writing by the Company that the use of the applicable Prospectus may be resumed, (ii) has received copies of a supplemental or amended prospectus, if applicable, and (iii) has received copies of any additional or supplemental filings which are incorporated or deemed to be incorporated by reference in such Prospectus. The Company shall prepare, file and furnish to each holder of Registrable Securities immediately upon the expiration of any Suspension Period, appropriate supplements or amendments, if applicable, to the Prospectus and appropriate documents, if applicable, incorporated by reference in the Registration Statement. The Company agrees to use its best efforts to cause any Suspension Period to be terminated as promptly as possible.
Appears in 3 contracts
Samples: Non Exclusive Consulting Agreement (Eastside Distilling, Inc.), Stock Purchase Agreement (Shumate Industries Inc), Unit Purchase Agreement (Bio Solutions Manufacturing, Inc.)
Delay or Suspension. Notwithstanding anything herein to the contrary, the Company may, at any time, delay the filing of the Shelf Registration for a period of up to 60 days following the Filing Date or suspend the effectiveness of any Registration Statement for a period of up to 90 30 consecutive days or 60 days in the aggregate in any calendar year, as appropriate (a "Suspension Period"), by giving notice to each holder of Registrable Securities the Holders to be included in the Registration Statement, if the Company shall have determined determined, after consultation with its counsel, that the Company may be is required to disclose any material corporate development which disclosure may the Company determines could reasonably be expected to have a material effect on the Company. Each holder of Registrable Securities agrees The Holders agree by acquisition of such Registrable Securities that, upon receipt of any notice from the Company of a Suspension Period, such holder the Holders shall forthwith discontinue disposition of such Registrable Securities covered by such Registration Statement or Prospectus until such holder the Holders (i) is are advised in writing by the Company that the use of the applicable Prospectus may be resumed, (ii) has have received copies of a supplemental or amended prospectus, if applicable, and (iii) has have received copies of any additional or supplemental filings which are incorporated or deemed to be incorporated by reference in such Prospectus. The Company shall prepare, file and furnish to each holder of Registrable Securities the Holders immediately upon the expiration of any Suspension Period, appropriate supplements or amendments, if applicable, to the Prospectus and appropriate documents, if applicable, incorporated by reference in the Registration Statement. The Company agrees to use its best efforts to cause any Suspension Period to be terminated as promptly as possible and to cause such Registration Statement to continuously remain effective until such time as the Registrable Securities are either sold by the Holders or are eligible for sale by the Holders or their respective affiliates in accordance with the provisions of subsection (k) of Rule 144.
Appears in 2 contracts
Samples: Registration Rights Agreement (American Tonerserv Corp.), Registration Rights Agreement (American Tonerserv Corp.)
Delay or Suspension. Notwithstanding anything herein to the contrary, the Company Industries may, at any time, delay the filing of the Shelf Registration for a period of up to 60 days following the Filing Date or suspend the effectiveness of any Registration Statement for a period of up to 60 consecutive days or 90 days in the aggregate in any calendar year, as appropriate (a "Suspension Period"), by giving notice to each holder of Registrable Securities to be included in the Registration Statement, if the Company Industries shall have determined determined, after consultation with its counsel, that the Company may be Industries is required to disclose any material corporate development which disclosure may Industries determines could reasonably be expected to have a material effect on the CompanyIndustries. Each holder of Registrable Securities agrees by acquisition of such Registrable Securities that, upon receipt of any notice from the Company Industries of a Suspension Period, such holder shall forthwith discontinue disposition of such Registrable Securities covered by such Registration Statement or Prospectus until such holder (i) is advised in writing by the Company Industries that the use of the applicable Prospectus may be resumed, (ii) has received copies of a supplemental or amended prospectus, if applicable, and (iii) has received copies of any additional or supplemental filings which are incorporated or deemed to be incorporated by reference in such Prospectus. The Company Industries shall prepare, file and furnish to each holder of Registrable Securities immediately upon the expiration of any Suspension Period, appropriate supplements or amendments, if applicable, to the Prospectus and appropriate documents, if applicable, incorporated by reference in the Registration Statement. Industries agrees to use its best efforts to cause any Suspension Period to be terminated as promptly as possible.
Appears in 2 contracts
Samples: Agreement (Shumate Industries Inc), Agreement (Excalibur Industries Inc)
Delay or Suspension. Notwithstanding anything herein to the ------------------- contrary, the Company may, at any time, delay the filing of the Shelf Registration for a period of up to 60 days following the Filing Date filing date or suspend the effectiveness of any Registration Statement for a period of up to 90 days in the aggregate in any calendar year, as appropriate (a "Suspension Period"), by giving notice to each holder of Registrable Securities to be included in the Registration Statement, if the Company shall have determined that the Company may be required to disclose any material corporate development or other event which disclosure may have a material effect on the Company. Each holder of Registrable Securities agrees by acquisition of such Registrable Securities that, upon receipt of any notice from the Company of a Suspension Period, such holder shall forthwith discontinue disposition of such Registrable Securities covered by such Registration Statement or Prospectus until such holder (i) is advised in writing by the Company that the use of the applicable Prospectus may be resumed, (ii) has received copies of a supplemental or amended prospectus, if applicable, and (iii) has received copies of any additional or supplemental filings which are incorporated or deemed to be incorporated by reference in such Prospectus. The Company shall prepare, file and furnish to each holder of Registrable Securities immediately upon the expiration of any Suspension Period, appropriate supplements or amendments, if applicable, to the Prospectus and appropriate documents, if applicable, incorporated by reference in the Registration Statement.
Appears in 1 contract
Delay or Suspension. Notwithstanding anything herein to the contrary, the Company may, at any time, delay the filing of the Shelf Registration for a period of up to 60 days following the Filing Date or suspend the effectiveness of any Registration Statement for a period of up to 90 30 consecutive days or 60 days in the aggregate in any calendar year, as appropriate (a "Suspension Period"), by giving notice to each holder of Registrable Securities JAED to be included in the Registration Statement, if the Company shall have determined determined, after consultation with its counsel, that the Company may be is required to disclose any material corporate development which disclosure may the Company determines could reasonably be expected to have a material effect on the Company. Each holder of Registrable Securities JAED agrees by acquisition of such Registrable Securities that, upon receipt of any notice from the Company of a Suspension Period, such holder JAED shall forthwith discontinue disposition of such Registrable Securities covered by such Registration Statement or Prospectus until such holder JAED (i) is advised in writing by the Company that the use of the applicable Prospectus may be resumed, (ii) has received copies of a supplemental or amended prospectus, if applicable, and (iii) has received copies of any additional or supplemental filings which are incorporated or deemed to be incorporated by reference in such Prospectus. The Company shall prepare, file and furnish to each holder of Registrable Securities JAED immediately upon the expiration of any Suspension Period, appropriate supplements or amendments, if applicable, to the Prospectus and appropriate documents, if applicable, incorporated by reference in the Registration Statement. The Company agrees to use its best efforts to cause any Suspension Period to be terminated as promptly as possible.
Appears in 1 contract
Samples: Registration Rights Agreement (Delta Petroleum Corp/Co)
Delay or Suspension. Notwithstanding anything herein to the contrary, the Company may, at any time, delay the filing of the Shelf Registration for a period of up to 60 days following the Filing Date or suspend the effectiveness of any Registration Statement for a period of up to 90 days in the aggregate in any calendar year, as appropriate (a "Suspension Period"), by giving notice to each holder of Registrable Securities to be included in the Registration Statement, if the Company shall have determined that the Company may be required to disclose any material corporate development which disclosure may have a material effect on the Company. Each holder of Registrable Securities agrees by acquisition of such Registrable Securities that, upon receipt of any notice from the Company of a Suspension Period, such holder shall forthwith discontinue disposition of such Registrable Securities covered by such Registration Statement or Prospectus until such holder (i) is advised in writing by the Company that the use of the applicable Prospectus may be resumed, (ii) has received copies of a supplemental or amended prospectus, if applicable, and (iii) has received copies of any additional or supplemental filings which are incorporated or deemed to be incorporated by reference in such Prospectus. During the pendency of a Suspension Period, a holder of Registrable Securities will be allowed to sell the Registrable Securities under Rule 144 if it is otherwise available to such holder. The Company shall prepare, file and furnish to each holder of Registrable Securities immediately upon the expiration of any Suspension Period, appropriate supplements or amendments, if applicable, to the Prospectus and appropriate documents, if applicable, incorporated by reference in the Registration Statement.
Appears in 1 contract
Samples: Registration Rights Agreement (Sunrise Technologies International Inc)
Delay or Suspension. Notwithstanding anything herein to the contrary, the Company may, at any time, delay the filing of the Shelf Registration for a period of up to 60 consecutive days following the Filing Date or suspend the effectiveness of any Registration Statement for a period of up to 60 consecutive days or 90 days in the aggregate in any calendar year, as appropriate (a "Suspension Period"), by giving notice to each holder of Registrable Securities to be included in the Registration Statement, if the Company shall have determined determined, after consultation with its counsel, that the Company may be is required to disclose any material corporate development which disclosure may the Company determines could reasonably be expected to have a material effect on the Company. Each holder of Registrable Securities agrees by acquisition of such Registrable Securities that, upon receipt of any notice from the Company of a Suspension Period, such holder shall forthwith discontinue disposition of such Registrable Securities covered by such Registration Statement or Prospectus until such holder (i) is advised in writing by the Company that the use of the applicable Prospectus may be resumed, (ii) has received copies of a supplemental or amended prospectus, if applicable, and (iii) has received copies of any additional or supplemental filings which are incorporated or deemed to be incorporated by reference in such Prospectus. The Company shall prepare, file and furnish to each holder of Registrable Securities immediately upon the expiration of any Suspension Period, appropriate supplements or amendments, if applicable, to the Prospectus and appropriate documents, if applicable, incorporated by reference in the Registration Statement. The Company agrees to use its best efforts to cause any Suspension Period to be terminated as promptly as possible.
Appears in 1 contract
Delay or Suspension. Notwithstanding anything herein to the contrary, the Company may, at any time, delay the filing of the Shelf Registration for a period of up to 60 days following the Filing Date or suspend the effectiveness of any Registration Statement for a period of up to 90 30 consecutive days or 60 days in the aggregate in any calendar year, as appropriate (a "Suspension Period"), by giving notice to each holder of Registrable Securities Castle to be included in the Registration Statement, if the Company shall have determined determined, after consultation with its counsel, that the Company may be is required to disclose any material corporate development which disclosure may the Company determines could reasonably be expected to have a material effect on the Company. Each holder of Registrable Securities Castle agrees by acquisition of such Registrable Securities that, upon receipt of any notice from the Company of a Suspension Period, such holder Castle shall forthwith discontinue disposition of such Registrable Securities covered by such Registration Statement or Prospectus until such holder Castle (i) is advised in writing by the Company that the use of the applicable Prospectus may be resumed, (ii) has received copies of a supplemental or amended prospectus, if applicable, and (iii) has received copies of any additional or supplemental filings which are incorporated or deemed to be incorporated by reference in such Prospectus. The Company shall prepare, file and furnish to each holder of Registrable Securities Castle immediately upon the expiration of any Suspension Period, appropriate supplements or amendments, if applicable, to the Prospectus and appropriate documents, if applicable, incorporated by reference in the Registration Statement. The Company agrees to use its best efforts to cause any Suspension Period to be terminated as promptly as possible.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Delta Petroleum Corp/Co)
Delay or Suspension. Notwithstanding anything herein to the contrary, the Company may, at any time, delay the filing of the Shelf Registration for a period of up to 60 days following the Filing Date or suspend the effectiveness of any Registration Statement for a period of up to 90 30 consecutive days or 60 days in the aggregate in any calendar year, as appropriate (a "Suspension Period"), by giving notice to each holder of Registrable Securities EMD to be included in the Registration Statement, if the Company shall have determined determined, after consultation with its counsel, that the Company may be is required to disclose any material corporate development which disclosure may the Company determines could reasonably be expected to have a material effect on the Company. Each holder of Registrable Securities EMD agrees by acquisition of such Registrable Securities that, upon receipt of any notice from the Company of a Suspension Period, such holder EMD shall forthwith discontinue disposition of such Registrable Securities covered by such Registration Statement or Prospectus until such holder EMD (i) is advised in writing by the Company that the use of the applicable Prospectus may be resumed, (ii) has received copies of a supplemental or amended prospectus, if applicable, and (iii) has received copies of any additional or supplemental filings which are incorporated or deemed to be incorporated by reference in such Prospectus. The Company shall prepare, file and furnish to each holder of Registrable Securities EMD immediately upon the expiration of any Suspension Period, appropriate supplements or amendments, if applicable, to the Prospectus and appropriate documents, if applicable, incorporated by reference in the Registration Statement. The Company agrees to use its best efforts to cause any Suspension Period to be terminated as promptly as possible and to cause such Registration Statement to continuously remain effective until such time as the Registrable Securities are either sold by EMD or are eligible for sale by EMD or its affiliates in accordance with the provisions of subsection (k) of Rule 144.
Appears in 1 contract
Samples: Registration Rights Agreement (Delta Petroleum Corp/Co)