Common use of INFORMATION BLACKOUT; NO STABILIZATION Clause in Contracts

INFORMATION BLACKOUT; NO STABILIZATION. (a) At any time when the MSO Registration Statement is effective, upon written notice from the Company to the Purchaser that the Company, after consultation with outside counsel, has determined reasonably and in good faith that the sale of Shares pursuant to the MSO Registration Statement would require disclosure of non-public material information, the disclosure of which could reasonably be expected to have an adverse effect on any proposal or plan by the Company or any of its subsidiaries to engage in any material acquisition of assets or any merger, consolidation, tender offer or other material transaction, the Purchaser shall suspend sales of the Shares pursuant to the MSO Registration Statement until the earlier of (i) 45 days after the Company notifies the Purchaser of such good faith determination, and (ii) such time as the Company notifies the Purchaser that such material information has been disclosed to the public or has ceased to be material or that sales pursuant to the MSO Registration Statement may otherwise be resumed (the number of days from such suspension of sales by the Holders until the day when such sales may be resumed hereunder is hereinafter called a "SALES BLACKOUT PERIOD"). A Sales Blackout Period shall not preclude any sales of Shares which the Purchaser may effect in compliance with Rule 144; provided that the Purchaser otherwise complies with the requirements under the Securities Act and the Exchange Act.

INFORMATION BLACKOUT; NO STABILIZATION. (ai) At any time when the MSO Registration Statement is effective, upon written notice from the Company to the Purchaser that the Company, after consultation with outside counsel, has determined reasonably and in good faith that the sale of Shares and Warrant Shares pursuant to the MSO Registration Statement would require disclosure of non-public material information, the disclosure of which at such time could reasonably be expected to have an a material adverse effect on the business or affairs of the Company or a material adverse effect on any proposal or plan by the Company or any of its subsidiaries to engage in any extraordinary engagement or activity by the Company, including, without limitation, any material acquisition of assets or any merger, consolidation, tender offer or other material similar transaction, the Purchaser shall suspend sales of the Shares and the Warrant Shares pursuant to the MSO Registration Statement until the earlier of (iA) 45 days after the Company notifies the Purchaser of such good faith determination, and (iiB) such time as the Company notifies the Purchaser that such material information has been disclosed to the public or has ceased to be material or that sales pursuant to the MSO Registration Statement may otherwise be resumed (the number of days from such suspension of sales by the Holders Purchaser until the day when such sales may be resumed hereunder is hereinafter called a "SALES BLACKOUT PERIOD"). A Sales Blackout Period shall not preclude any sales of Shares which or Warrant Shares that the Purchaser may effect in compliance with Rule 144; provided that the Purchaser otherwise complies conforms with the requirements under the Securities Act and the Exchange Act.

INFORMATION BLACKOUT; NO STABILIZATION. (ai) At any time when the MSO Registration Statement is effective, upon written notice from the Company to the Purchaser that the Company, after consultation with outside counsel, has determined reasonably and in good faith that the sale of Shares and Warrant Shares pursuant to the MSO Registration Statement would require disclosure of non-public material information, the disclosure of which at such time could reasonably be expected to have an a material adverse effect on the business or affairs of the Company or a material adverse effect on any proposal or plan by the Company or any of its subsidiaries to engage in any extraordinary engagement or activity by the Company, including, without limitation, any material acquisition of assets or any merger, consolidation, tender offer or other material similar transaction, the Purchaser shall suspend sales of the Shares and the Warrant Shares pursuant to the MSO Registration Statement until the earlier of (iA) 45 days after the Company notifies the Purchaser of such good faith determination, and (iiB) such time as the Company notifies the Purchaser that such material information has been disclosed to the public or has ceased to be material or that sales pursuant to the MSO Registration Statement may otherwise be resumed (the number of days from such suspension of sales by the Holders until the day when such sales may be resumed hereunder is hereinafter called a "SALES BLACKOUT PERIOD"). A Sales Blackout Period shall not preclude any sales of Shares which or Warrant Shares that the Purchaser may effect in compliance with Rule 144; provided that the Purchaser otherwise complies conforms with the requirements under the Securities Act and the Exchange Act.