Common use of Delay Rights Clause in Contracts

Delay Rights. Notwithstanding anything to the contrary contained herein, PNG may, upon written notice to any Selling Holder whose Registrable Securities are included in the Shelf Registration Statement, suspend such Selling Holder’s use of any prospectus which is a part of such Shelf Registration Statement (in which event the Selling Holder shall discontinue sales of the Registrable Securities pursuant to the Shelf Registration Statement) if (i) PNG is pursuing an acquisition, merger, reorganization, disposition or other similar transaction and PNG determines in good faith that PNG’s ability to pursue or consummate such a transaction would be materially adversely affected by any required disclosure of such transaction in the Shelf Registration Statement or (ii) PNG has experienced some other material non-public event the disclosure of which at such time, in the good faith judgment of PNG, would materially adversely affect PNG. Upon the public disclosure of such information or the termination of the conditions described above, PNG shall provide prompt notice to the Selling Holders whose Registrable Securities are included in the Shelf Registration Statement, and shall promptly terminate any suspension of sales it has put into effect and shall take such other actions to permit registered sales of Registrable Securities as contemplated in this Agreement.

Appears in 2 contracts

Sources: Registration Rights Agreement (Paa Natural Gas Storage Lp), Registration Rights Agreement (Paa Natural Gas Storage Lp)

Delay Rights. Notwithstanding anything to the contrary contained herein, PNG Inergy may, upon written notice to any Selling Holder whose Registrable Securities are included in the Shelf Registration Statement, suspend such Selling Holder’s use of any prospectus which is a part of such the Shelf Registration Statement (in which event the Selling Holder shall discontinue sales of the Registrable Securities pursuant to the Shelf Registration Statement) if (i) PNG Inergy is pursuing an acquisition, merger, reorganization, disposition or other similar transaction and PNG Inergy determines in good faith that PNGInergy’s ability to pursue or consummate such a transaction would be materially adversely affected by any required disclosure of such transaction in the Shelf Registration Statement or (ii) PNG Inergy has experienced some other material non-public event the disclosure of which at such time, in the good faith judgment of PNGInergy, would materially adversely affect PNGInergy. Upon the public disclosure of such information or the termination of the conditions condition described above, PNG Inergy shall provide prompt notice to the Selling Holders whose Registrable Securities are included in the Shelf Registration Statement, and shall promptly terminate any suspension of sales it has put into effect and shall take such other actions to permit registered sales of Registrable Securities as contemplated in this Agreement.

Appears in 2 contracts

Sources: Registration Rights Agreement (Inergy Holdings, L.P.), Registration Rights Agreement (Inergy L P)

Delay Rights. Notwithstanding anything to the contrary contained herein, PNG Inergy may, upon written notice to any Selling Holder whose Registrable Securities are included in the Shelf Registration Statement, suspend such Selling Holder’s use of any prospectus which is a part of such the Shelf Registration Statement (in which event the Selling Holder shall discontinue sales of the Registrable Securities pursuant to the Shelf Registration Statement) if (i) PNG Inergy is pursuing an acquisition, merger, reorganization, disposition or other similar transaction and PNG Inergy determines in good faith that PNGInergy’s ability to pursue or consummate such a transaction would be materially adversely affected by any required disclosure of such transaction in the Shelf Registration Statement or (ii) PNG Inergy has experienced some other material non-public event the disclosure of which at such time, in the good faith judgment of PNGInergy, would materially adversely affect PNGInergy; however, in no event shall any delay pursuant hereto exceed sixty (60) days in any one hundred-eighty (180) day period or ninety (90) days in any twelve-month period. Upon the public disclosure of such information or the termination of the conditions condition described above, PNG Inergy shall provide prompt notice to the Selling Holders whose Registrable Securities are included in the Shelf Registration Statement, and shall promptly terminate any suspension of sales it has put into effect and shall take such other actions to permit registered sales of Registrable Securities as contemplated in this Agreement.

Appears in 2 contracts

Sources: Registration Rights Agreement (Inergy L P), Registration Rights Agreement (Inergy L P)

Delay Rights. Notwithstanding anything to the contrary contained herein, PNG ETE may, upon written notice to any Selling Holder whose Registrable Securities are included in the Shelf Registration Statement, suspend such Selling Holder’s use of any prospectus which is a part of such the Shelf Registration Statement (in which event the Selling Holder shall discontinue sales of the Registrable Securities pursuant to the Shelf Registration Statement) if ETE or ETP, as the case may be, (i) PNG is pursuing an acquisition, merger, reorganization, disposition or other similar transaction and PNG determines in good faith that PNG’s its ability to pursue or consummate such a transaction would be materially adversely affected by any required disclosure of such transaction in the Shelf Registration Statement or (ii) PNG has experienced some other material non-public event the disclosure of which at such time, in the good faith judgment of PNGETE or ETP, as applicable, would materially adversely affect PNGETE or ETP, as applicable. Upon the public disclosure of such information or the termination of the conditions condition described above, PNG ETE shall provide prompt notice to the Selling Holders whose Registrable Securities are included in the Shelf Registration Statement, and shall promptly terminate any suspension of sales it has put into effect and shall take such other actions to permit registered sales of Registrable Securities as contemplated in this Agreement.

Appears in 1 contract

Sources: Registration Rights Agreement (Energy Transfer Equity, L.P.)

Delay Rights. Notwithstanding anything to the contrary contained herein, PNG ETE may, upon written notice to any Selling Holder whose Registrable Securities are included in the Shelf Registration Statement, suspend such Selling Holder’s use of any prospectus which is a part of such the Shelf Registration Statement (in which event the Selling Holder shall discontinue sales of the Registrable Securities pursuant to the Shelf Registration Statement) if ETE or ETP (i) PNG is pursuing an a financing, acquisition, merger, reorganization, disposition or other similar transaction and PNG determines in good faith that PNG’s its ability to pursue or consummate such a transaction would be materially adversely affected by any required disclosure of such transaction in the Shelf Registration Statement or (ii) PNG has experienced some other material non-public event the disclosure of which at such time, in the good faith judgment of PNG, ETE or ETP would materially adversely affect PNGETE or ETP. Upon the public disclosure of such information or the termination of the conditions condition described above, PNG ETE shall provide prompt notice to the Selling Holders whose Registrable Securities are included in the Shelf Registration Statement, and shall promptly terminate any suspension of sales it has put into effect and shall take such other actions to permit registered sales of Registrable Securities as contemplated in this Agreement.

Appears in 1 contract

Sources: Registration Rights Agreement (Energy Transfer Equity, L.P.)

Delay Rights. Notwithstanding anything to the contrary contained herein, PNG Regency may, upon written notice to any Selling Holder whose Registrable Securities are included in the Shelf Registration Statement, suspend such Selling Holder’s 's use of any prospectus which is a part of such the Shelf Registration Statement (in which event the Selling Holder shall discontinue sales of the Registrable Securities pursuant to the Shelf Registration Statement) if Regency (i) PNG is pursuing an a financing, acquisition, merger, reorganization, disposition or other similar transaction and PNG determines in good faith that PNG’s its ability to pursue or consummate such a transaction would be materially adversely affected by any required disclosure of such transaction in the Shelf Registration Statement or (ii) PNG has experienced some other material non-public event the disclosure of which at such time, in the good faith judgment of PNG, Regency would materially adversely affect PNGRegency. Upon the public disclosure of such information or the termination of the conditions condition described above, PNG Regency shall provide prompt notice to the Selling Holders whose Registrable Securities are included in the Shelf Registration Statement, and shall promptly terminate any suspension of sales it has put into effect and shall take such other actions to permit registered sales of Registrable Securities as contemplated in this Agreement.

Appears in 1 contract

Sources: Registration Rights Agreement (Energy Transfer Partners, L.P.)