Common use of Effective Registration Statement; Suspension Clause in Contracts

Effective Registration Statement; Suspension. A Registration Statement pursuant to Section 2(a) will not be deemed to have become effective (and the related registration will not be deemed to have been effected or requested) unless it has been declared effective by the SEC prior to a request by the Holders of a majority of the Registrable Securities included in such registration that such Registration Statement be withdrawn; provided, however, that if, after it has been declared effective, the offering of any Registrable Securities pursuant to such Registration Statement is interfered with by any stop order, injunction or other order or requirement of the SEC or any other governmental agency or court, such Registration Statement will be deemed not to have become effective and the related registration will not be deemed to have been effected or requested pursuant to this Agreement. Any period during which the Company fails to keep any Required Registration Statement effective and usable for resale of Registrable Securities shall be referred to as a “Suspension Period.” A Suspension Period shall (a) commence on and include the earlier of the date that (i) the Company gives notice or (ii) the Company or a Holder is advised by counsel or the SEC, in either case, that a Required Registration Statement is no longer effective or usable for resale of Registrable Securities and (b) end on and include the date when each Holder of Registrable Securities covered by such Required Registration Statement either receives copies of the supplemented or amended Prospectus contemplated by Section 4(j) or is advised in writing by the Company (having a reasonable basis to so advise) that the use of the Prospectus may be resumed. In the event of one or more Suspension Periods, the applicable time period for keeping the Registration Statement effective referenced in the last sentence of each of Section 2(a)(i), Section 2(a)(ii), and Section 2(a)(iii) shall be extended by the number of days included in each Suspension Period, and, in the event any Suspension Period occurs sooner than thirty (30) days after the end of the previous Suspension Period or thirty (30) days after the initial effectiveness of any Required Registration Statement, none of the days between such Suspension Periods (as the case may be) or prior to such Suspension Period shall be included in computing such applicable time period.

Effective Registration Statement; Suspension. A Subject to the third paragraph of Section 2(a)(i), a Registration Statement pursuant to Section 2(a) will not be deemed to have become effective (and the related registration will not be deemed to have been effected or requested) unless it has been declared effective by the SEC prior to a request by the Holders of a majority of the Registrable Securities included in such registration that such Registration Statement be withdrawn; provided, however, that if, after it has been declared effective, the offering of any Registrable Securities pursuant to such Registration Statement is interfered with by any stop order, injunction or other order or requirement of the SEC or any other governmental agency or court, such Registration Statement will be deemed not to have become effective and the related registration will not be deemed to have been effected or requested pursuant to this Agreement. Any period during which the Company fails to keep any Required Registration Statement effective and usable for resale of Registrable Securities shall be referred to as a “Suspension Period.” A Suspension Period shall (a) commence on and include the earlier of the date that (i) the Company gives notice or (ii) the Company or a Holder is advised by counsel or the SEC, in either case, that a Required Registration Statement is no longer effective or usable for resale of Registrable Securities and (b) end on and include including the date when each Holder of Registrable Securities covered by such Required Registration Statement either receives copies of the supplemented or amended Prospectus contemplated by Section 4(j) or is advised in writing by the Company (having a reasonable basis to so advise) that the use of the Prospectus may be resumed. In the event of one or more Suspension Periods, the applicable time period for keeping the Registration Statement effective referenced in the last sentence of each the first paragraph of Section 2(a)(i), Section 2(a)(ii), and Section 2(a)(iii) shall be extended by the number of days included in each Suspension Period, and, in the event any Suspension Period occurs sooner than thirty (30) 30 days after the end of the previous Suspension Period or thirty (30) 30 days after the initial effectiveness of any Required Registration Statement, none of the days between such Suspension Periods (as the case may be) or prior to such Suspension Period shall be included in computing such applicable time period.

Effective Registration Statement; Suspension. A Subject to the third paragraph of Section 2(a)(i), a Registration Statement pursuant to Section 2(a) will not be deemed to have become effective (and the related registration will not be deemed to have been effected or requestedeffected) unless it has been declared effective by the SEC prior to a request by the Holders of a majority of the Registrable Securities included in such registration Holder that such Registration Statement be withdrawn; provided, however, that if, after it has been declared effective, the offering of any Registrable Securities pursuant to such Registration Statement is interfered with by any stop order, injunction or other order or requirement of the SEC or any other governmental agency or court, any period during which use of such Registration Statement will shall be deemed not to have become effective and so interfered with shall be treated as a Suspension Period as defined in the related registration will not be deemed to have been effected or requested pursuant to second paragraph of this AgreementSection 2(d). Any period during which the Company fails to keep any Required Registration Statement effective and usable for resale of Registrable Securities shall be referred to as a “"Suspension Period.” " A Suspension Period shall (a) commence on and include the earlier of the date that (i) the Company gives notice or (ii) the Company or a Holder is advised by counsel or the SEC, in either case, that a Required Registration Statement is no longer effective or usable for resale of Registrable Securities and (b) end on and include including the date when each the Holder of Registrable Securities covered by such Required Registration Statement either receives copies of the supplemented or amended Prospectus contemplated by Section 4(j) or is advised in writing by the Company (having a reasonable basis to so advise) that the use of the Prospectus may be resumed. In the event of one or more Suspension Periods, the applicable time period for keeping the Registration Statement effective referenced in the last sentence of each first paragraph of Section 2(a)(i), Section 2(a)(ii), and Section 2(a)(iii) shall be extended by the number of days included in each Suspension Period, and, in the event any Suspension Period occurs sooner than thirty (30) 30 days after the end of the previous Suspension Period or thirty (30) 30 days after the initial effectiveness of any Required Registration Statement, none of the days between such Suspension Periods (as the case may be) or prior to such Suspension Period shall be included in computing such applicable time period.

Effective Registration Statement; Suspension. A Registration Statement pursuant to this Section 2(a) 2 will not be deemed to have become effective (and the related registration will not be deemed to have been effected or requestedeffected) unless it has been declared effective by the SEC prior to a request by SEC. If at any time the Holders Required Registration Statement or any prospectus included therein contains an untrue statement of a majority of material fact or omits to state a material fact required to be stated therein or necessary to make the Registrable Securities included in such registration that such statement therein not misleading, the Company shall notify the Participating Stockholders who shall forthwith discontinue sales thereunder. The Company shall use its reasonable efforts to prepare a supplement or post-effective amendment to the Required Registration Statement be withdrawn; provided, however, that if, after it has been declared effective, the offering of any Registrable Securities pursuant to such Registration Statement is interfered with by any stop order, injunction or other order or requirement of the SEC or any other governmental agency or court, such Registration Statement will be deemed not to have become effective and the related registration will not be deemed to have been effected or requested pursuant to this Agreementprospectus. Any period during which the Company fails to keep any Required Registration Statement effective and usable for resale of Registrable Securities as a result of such an omission or misstatement shall be referred to as a “"Suspension Period.” " A Suspension Period shall (a) commence on and include the earlier of the date that (i) the Company gives notice or (ii) the Company or a Holder is advised by counsel or the SEC, in either case, that a any Required Registration Statement is no longer effective or usable for resale of Registrable Securities to and (b) end on and include including the date when each Holder of Registrable Securities covered by such Required Registration Statement the Stockholders either receives receive the copies of the supplemented or amended Prospectus contemplated by Section 4(j) or is are advised in writing by the Company (having a reasonable basis to so advise) that the use of the Prospectus may be resumed. In the event of one or more Suspension Periods, the applicable 180-day time period for keeping the Registration Statement effective periods referenced in the last sentence paragraph (a) of each of this Section 2(a)(i), Section 2(a)(ii), and Section 2(a)(iii) 2 shall be extended by the number of days included in each such Suspension Period, and, . If in the event any connection with a Required Registration a Suspension Period occurs sooner than thirty (30) days after the end due to an omission or misstatement of the previous Suspension Period or thirty (30) days after Company exceeds 60 days, the initial effectiveness of any Stockholders may withdraw the Demand Request upon prompt notice to the Company, and such Underwritten Offering shall not be deemed to be a Required Registration Statement, none for purposes of the days between such Suspension Periods (as the case may be) or prior to such Suspension Period shall be included in computing such applicable time periodfirst sentence of Section 2(a)(ii).

Effective Registration Statement; Suspension. A Subject to -------------------------------------------- Sections 2(a)(iii) and 2(b)(vi), as applicable, a Registration Statement pursuant to Section 2(a), 2(b) or 2(c), as the case may be, will not be deemed to have become effective (and the related registration will not be deemed to have been effected or requestedeffected) unless it has been declared effective by the SEC prior to a request by the Holders of a majority of the Registrable Securities included in such registration that such Registration Statement or Shelf Registration Statement, as the case may be, be withdrawn; provided, however, that if, after it has been declared effective, the offering of any Registrable Securities pursuant to such Registration Statement or Shelf Registration Statement, as the case may be, is interfered with by any stop order, injunction or other order or requirement of the SEC or any other governmental agency or court, such Registration Statement or Shelf Registration Statement, as the case may be, will be deemed not to have become effective and the related registration will not be deemed to have been effected or requested pursuant to this Agreementeffected. Any period during which the Company fails to keep any Required Registration Statement or Shelf Registration Statement, as the case may be, effective and usable for resale of Registrable Securities shall be referred to as a “"Suspension Period.” " A Suspension Period shall (a) commence on and include the earlier of the ----------------- date that (i) the Company gives notice or (ii) the Company or a Holder is advised by counsel or the SEC, in either case, that a any Required Registration Statement or Shelf Registration Statement, as the case may be, is no longer effective or usable for resale of Registrable Securities to and (b) end on and include including the date when each Holder of Registrable Securities covered by such Required Registration Statement or Shelf Registration Statement, as the case may be, either receives the copies of the supplemented or amended Prospectus contemplated by Section 4(j) or is advised in writing by the Company (having a reasonable basis to so advise) that the use of the Prospectus may be resumed. In the event of one or more Suspension Periods, the applicable time period for keeping the Registration Statement effective referenced in the last sentence of each first paragraph of Section 2(a)(i), Section 2(a)(ii), and Section 2(a)(iii) shall be extended by the number of days included in each such Suspension Period, and, in the event any Suspension Period occurs sooner than thirty (30) 30 days after the end of the previous Suspension Period or thirty (30) 30 days after the initial effectiveness of any Required Registration Statement or Shelf Registration Statement, as the case may be, none of the days between such Suspension Periods (as the case may be) or prior to such Suspension Period shall be included in computing such applicable time period.

Effective Registration Statement; Suspension. A Registration Statement pursuant to this Section 2(a) will not be deemed to have become effective (and the related registration will not be deemed to have been effected or requestedeffected) unless it has been declared effective by the SEC prior to a request by the Holders of a majority of the Registrable Securities included in party requesting such registration that to withdraw such Registration Statement (provided that if such request is made at a time when such Registration Statement would be withdrawnpromptly declared effective if a request to accelerate such effectiveness were made to the SEC, such Registration Statement will be deemed to have become effective (and the related registration will be deemed to have been effected); provided, however, that if, after it has been declared effective, the offering of any Registrable Securities pursuant to such Registration Statement is interfered with by any stop order, injunction or other order or requirement of the SEC or any other governmental agency or courtcourt (other than any such stop order or injunction issued as a result of the inclusion in such Registration Statement of any information supplied to the Company for inclusion therein by a Holder of Registrable Securities), such Registration Statement will be deemed not to have become effective and the related registration will not be deemed to have been effected or requested pursuant to this Agreementeffective. Any period during which the Company fails to keep any Required Registration Statement effective and usable for resale of Registrable Securities shall be referred to as a “"Suspension Period.” " A Suspension Period shall (a) commence on and include the earlier of the date that (i) the Company gives notice or (ii) the Company or a Holder is advised by counsel or the SEC, in either case, that a any Required Registration Statement is no longer effective or usable for resale of Registrable Securities to and (b) end on and include including the date when each Holder of Registrable Securities covered by such Required Registration Statement either receives the copies of the supplemented or amended Prospectus contemplated by Section 4(j) or is advised in writing by the Company (having a reasonable basis to so advise) that the use of the Prospectus may be resumed. In the event of one or more Suspension PeriodsPeriod, the applicable 180-day time period for keeping the Registration Statement effective referenced in the last sentence paragraph (a) of each of this Section 2(a)(i), Section 2(a)(ii), and Section 2(a)(iii) shall be extended by the number of days included in each such Suspension Period, and, in the event any Suspension Period occurs sooner than thirty (30) 30 days after the end of the previous Suspension Period or thirty (30) 30 days after the initial effectiveness of any Required Registration Statement, none of the days between such Suspension Periods (as the case may be) or prior to such Suspension Period shall be included in computing such applicable 180-day time period.

Effective Registration Statement; Suspension. A Registration Statement pursuant to Section 2(a) will not be deemed to have become effective (and the related registration will not be deemed to have been effected or requestedeffected) unless it has been declared effective by the SEC prior to a request by the Holders of a majority of the Registrable Securities included in such registration that such Registration Statement be withdrawnSEC; provided, however, that if, after it has been declared effective, the offering of any Registrable Securities pursuant to such Registration Statement is interfered with by any stop order, injunction or other order or requirement of the SEC or any other governmental agency or court, such Registration Statement will be deemed not to have become effective and the related registration will not be deemed to have been effected or requested pursuant to this Agreementeffected. Any period during which the Company fails to keep any Required Registration Statement effective and usable for resale of Registrable Securities shall be referred to as a “"Suspension Period.” " A Suspension Period shall (a) commence on and include the earlier of the date that (i) the Company gives notice or (ii) the Company or a Holder is advised by counsel or the SEC, in either case, that a any Required Registration Statement is no longer effective or usable for resale of Registrable Securities and (b) end on shall continue until and include including the date when each Holder of Registrable Securities covered by such Required Registration Statement Purchaser either receives the copies of the supplemented or amended Prospectus contemplated by Section 4(j) or is advised in writing by the Company (having a reasonable basis to so advise) that the use of the Prospectus may be resumed. In the event of one or more Suspension Periods, the applicable time period for keeping the Registration Statement effective referenced in the last sentence of each first paragraph of Section 2(a)(i), Section 2(a)(ii), and Section 2(a)(iii2(a) shall be extended by the number of days included in each such Suspension Period, and, in the event any Suspension Period occurs sooner than thirty (30) days after the end of the previous Suspension Period or thirty (30) days after the initial effectiveness of any Required Registration Statement, none of the days between such Suspension Periods (as the case may be) or prior to such Suspension Period shall be included in computing such applicable time period.

Effective Registration Statement; Suspension. A Registration -------------------------------------------- Statement pursuant to this Section 2(a) 2 will not be deemed to have become effective (and the related registration will not be deemed to have been effected or requestedeffected) unless it has been declared effective by the SEC prior to a request by SEC. If at any time the Holders Required Registration Statement or any prospectus included therein contains an untrue statement of a majority of material fact or omits to state a material fact required to be stated therein or necessary to make the Registrable Securities included in such registration that such statement therein not misleading, the Company shall notify the Participating Stockholders who shall forthwith discontinue sales thereunder. The Company shall use its reasonable efforts to prepare a supplement or post-effective amendment to the Required Registration Statement be withdrawn; provided, however, that if, after it has been declared effective, the offering of any Registrable Securities pursuant to such Registration Statement is interfered with by any stop order, injunction or other order or requirement of the SEC or any other governmental agency or court, such Registration Statement will be deemed not to have become effective and the related registration will not be deemed to have been effected or requested pursuant to this Agreementprospectus. Any period during which the Company fails to keep any Required Registration Statement effective and usable for resale of Registrable Securities as a result of such an omission or misstatement shall be referred to as a “"Suspension ---------- Period.” " A Suspension Period shall (a) commence on and include the earlier of the date that (i) the ------ Company gives notice or (ii) the Company or a Holder is advised by counsel or the SEC, in either case, that a any Required Registration Statement is no longer effective or usable for resale of Registrable Securities to and (b) end on and include including the date when each Holder of Registrable Securities covered by such Required Registration Statement the Stockholders either receives receive the copies of the supplemented or amended Prospectus contemplated by Section 4(j) or is are advised in writing by the Company (having a reasonable basis to so advise) that the use of the Prospectus may be resumed. In the event of one or more Suspension Periods, the applicable 180-day time period for keeping the Registration Statement effective periods referenced in the last sentence paragraph (a) of each of this Section 2(a)(i), Section 2(a)(ii), and Section 2(a)(iii) 2 shall be extended by the number of days included in each such Suspension Period, and, . If in the event any connection with a Required Registration a Suspension Period occurs sooner than thirty (30) days after the end due to an omission or misstatement of the previous Suspension Period or thirty (30) days after Company exceeds 60 days, the initial effectiveness of any Stockholders may withdraw the Demand Request upon prompt notice to the Company, and such Underwritten Offering shall not be deemed to be a Required Registration Statement, none for purposes of the days between such Suspension Periods (as the case may be) or prior to such Suspension Period shall be included in computing such applicable time periodfirst sentence of Section 2(a)(ii).

Effective Registration Statement; Suspension. A Subject to the -------------------------------------------- third paragraph of Section 2(a)(i), a Registration Statement pursuant to Section 2(a) will not be deemed to have become effective (and the related registration will not be deemed to have been effected or requestedeffected) unless it has been declared effective by the SEC prior to a request by the Holders of a majority of the Registrable Securities included in such registration that such Registration Statement be withdrawn; provided, however, that if, after it has been declared effective, the offering of any Registrable Securities pursuant to such Registration Statement is interfered with by any stop order, injunction or other order or requirement of the SEC or any other governmental agency or court, such Registration Statement will be deemed not to have become effective and the related registration will not be deemed to have been effected or requested pursuant to this Agreementeffected. Any period during which the Company fails to keep any Required Registration Statement effective and usable for resale of Registrable Securities shall be referred to as a “"Suspension Period.” " A Suspension Period shall (a) ----------------- commence on and include the earlier of the date that (i) the Company gives notice or (ii) the Company or a Holder is advised by counsel or the SEC, in either case, that a any Required Registration Statement is no longer effective or usable for resale of Registrable Securities to and (b) end on and include including the date when each Holder of Registrable Securities covered by such Required Registration Statement either receives the copies of the supplemented or amended Prospectus contemplated by Section 4(j) or is advised in writing by the Company (having a reasonable basis to so advise) that the use of the Prospectus may be resumed. In the event of one or more Suspension Periods, the applicable time period for keeping the Registration Statement effective referenced in the last sentence of each first paragraph of Section 2(a)(i), Section 2(a)(ii), and Section 2(a)(iii) shall be extended by the number of days included in each such Suspension Period, and, in the event any Suspension Period occurs sooner than thirty (30) 30 days after the end of the previous Suspension Period or thirty (30) 30 days after the initial effectiveness of any Required Registration Statement, none of the days between such Suspension Periods (as the case may be) or prior to such Suspension Period shall be included in computing such applicable time period.

Effective Registration Statement; Suspension. A Subject to Sections -------------------------------------------- 2(a)(iii) and 2(b)(vi), as applicable, a Registration Statement pursuant to Section 2(a), 2(b) or 2(c), as the case may be, will not be deemed to have become effective (and the related registration will not be deemed to have been effected or requestedeffected) unless it has been declared effective by the SEC prior to a request by the Holders of a majority of the Registrable Securities included in such registration that such Registration Statement or Shelf Registration Statement, as the case may be, be withdrawn; provided, however, that if, after it has been declared effective, the offering of any Registrable Securities pursuant to such Registration Statement or Shelf Registration Statement, as the case may be, is interfered with by any stop order, injunction or other order or requirement of the SEC or any other governmental agency or court, such Registration Statement or Shelf Registration Statement, as the case may be, will be deemed not to have become effective and the related registration will not be deemed to have been effected or requested pursuant to this Agreementeffected. Any period during which the Company fails to keep any Required Registration Statement or Shelf Registration Statement, as the case may be, effective and usable for resale of Registrable Securities shall be referred to as a “"Suspension Period.” " A Suspension Period shall (a) commence on and include the earlier of the ----------------- date that (i) the Company gives notice or (ii) the Company or a Holder is advised by counsel or the SEC, in either case, that a any Required Registration Statement or Shelf Registration Statement, as the case may be, is no longer effective or usable for resale of Registrable Securities to and (b) end on and include including the date when each Holder of Registrable Securities covered by such Required Registration Statement or Shelf Registration Statement, as the case may be, either receives the copies of the supplemented or amended Prospectus contemplated by Section 4(j) or is advised in writing by the Company (having a reasonable basis to so advise) that the use of the Prospectus may be resumed. In the event of one or more Suspension Periods, the applicable time period for keeping the Registration Statement effective referenced in the last sentence of each first paragraph of Section 2(a)(i), Section 2(a)(ii), and Section 2(a)(iii) shall be extended by the number of days included in each such Suspension Period, and, in the event any Suspension Period occurs sooner than thirty (30) 30 days after the end of the previous Suspension Period or thirty (30) 30 days after the initial effectiveness of any Required Registration Statement or Shelf Registration Statement, as the case may be, none of the days between such Suspension Periods (as the case may be) or prior to such Suspension Period shall be included in computing such applicable time period.

Effective Registration Statement; Suspension. A Subject to the -------------------------------------------- third paragraph of Section 2(a)(i), a Registration Statement pursuant to Section 2(a) will not be deemed to have become effective (and the related registration will not be deemed to have been effected or requestedeffected) unless it has been declared effective by the SEC prior to a request by the Holders of a majority of the Registrable Securities included in such registration that such Registration Statement be withdrawn; provided, however, that if, after it has been declared effective, the offering of any Registrable Securities pursuant to such Registration Statement is interfered with by any stop order, injunction or other order or requirement of the SEC or any other governmental agency or court, such Registration Statement will be deemed not to have become effective and the related registration will not be deemed to have been effected or requested pursuant to this Agreement. Any period during which the Company fails to keep any Required Registration Statement effective and usable for resale of Registrable Securities shall be referred to as a “"Suspension Period.” " A Suspension Period shall (a) ----------------- commence on and include the earlier of the date that (i) the Company gives notice or (ii) the Company or a Holder is advised by counsel or the SEC, in either case, that a Required Registration Statement is no longer effective or usable for resale of Registrable Securities and (b) end on and include including the date when each Holder of Registrable Securities covered by such Required Registration Statement either receives copies of the supplemented or amended Prospectus contemplated by Section 4(j) or is advised in writing by the Company (having a reasonable basis to so advise) that the use of the Prospectus may be resumed. In the event of one or more Suspension Periods, the applicable time period for keeping the Registration Statement effective referenced in the last sentence of each first paragraph of Section 2(a)(i), Section 2(a)(ii), and Section 2(a)(iii) shall be extended by the number of days included in each Suspension Period, and, in the event any Suspension Period occurs sooner than thirty (30) 30 days after the end of the previous Suspension Period or thirty (30) 30 days after the initial effectiveness of any Required Registration Statement, none of the days between such Suspension Periods (as the case may be) or prior to such Suspension Period shall be included in computing such applicable time period.