Common use of Information Blackout Clause in Contracts

Information Blackout. (a) At any time when a registration statement effected pursuant to this Agreement relating to Registrable Securities is effective, upon written notice from the Company to the Holders that the Company has determined in good faith that sale of Registrable Securities pursuant to the registration statement would require disclosure of non-public material information not otherwise required to be disclosed under applicable law (an "Information Blackout"), all Holders shall suspend sales of Registrable Securities pursuant to such registration statement until the earlier of: (i) thirty (30) days after the Company makes such good faith determination; and (ii) such time as the Company notifies the Holders that such material information has been disclosed to the public or has ceased to be material or that sales pursuant to such registration statement may otherwise be resumed (the number of days from such suspension of sales by the Holders until the day when such sale may be resumed hereunder is hereinafter called a "Sales Blackout Period"). (b) Notwithstanding the foregoing, there shall be no more than two (2) Information Blackouts during the term of this Agreement and no Sales Blackout Period shall continue for more than thirty (30) consecutive days.

Appears in 10 contracts

Samples: Registration Rights Agreement (Black Diamond Industries Inc), Securities Exchange Agreement (Mallis LTD Partnership), Registration Rights Agreement (VDC Communications Inc)

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Information Blackout. (a) At any time when a registration statement effected pursuant to this Agreement relating to Registrable Securities Registration Statement is effective, upon written notice from the Company to the Holders that the Company has determined in good faith that sale of Registrable Securities pursuant to the registration statement Registration Statement would require disclosure of non-public material information not otherwise required to be disclosed under applicable law (an "Information Blackout")information, the disclosure of which would have a material adverse effect on the Company, all Holders shall suspend sales of Registrable Securities pursuant to such registration statement Registration Statement until the earlier of: of (i1) thirty (30) 20 days after the Company makes notifies the Holders of such good faith determination; and , and (ii2) such time as the Company notifies the Holders that such material information has been disclosed to the public or has ceased to be material or that sales pursuant to such registration statement Registration Statement may otherwise be resumed (the number of days from such suspension of sales by the Holders until the day when such sale sales may be resumed hereunder is hereinafter called a "Sales Blackout Period"). (b) Notwithstanding the foregoing, there shall be no more than two The time period set forth in Section 6(a)(1) or (2) Information Blackouts during shall be extended for a number of days equal to the term number of this Agreement and no days in the Sales Blackout Period. (c) No Sales Blackout Period shall continue for more than thirty (30) consecutive daysbe commenced by the Company within 90 days after the end of a Sales Blackout Period.

Appears in 9 contracts

Samples: Registration Rights Agreement (Scottish Annuity & Life Holdings LTD), Registration Rights Agreement (Annuity & Life Re Holdings LTD), Registration Rights Agreement (Scottish Annuity & Life Holdings LTD)

Information Blackout. (a) At any time when a registration statement effected pursuant to this Agreement relating to Registrable Securities is effective, upon written notice from the Company to the Holders that the Company has determined in good faith that sale of Registrable Securities pursuant to the registration statement would require disclosure of non-public material information not otherwise required to be disclosed under applicable law (an "Information Blackout"), all Holders shall suspend sales of Registrable Securities pursuant to such registration statement until the earlier of: (i) thirty sixty (3060) days after the Company makes such good faith determination; and (ii) such time as the Company notifies the Holders that such material information has been disclosed to the public or has ceased to be material or that sales pursuant to such registration statement may otherwise be resumed (the number of days from such suspension of sales by the Holders until the day when such sale may be resumed hereunder is hereinafter called a "Sales Blackout Period"). (b) Notwithstanding the foregoing, there shall be no more than two four (24) Information Blackouts during the term of this Agreement and no Sales Blackout Period shall continue for more than thirty sixty (3060) consecutive days.

Appears in 1 contract

Samples: Registration Rights Agreement (New World Power Corporation)

Information Blackout. (a) At any time when a the registration statement effected pursuant to this Agreement relating to Registrable Securities is effective, upon written notice from the Company Trust to the Holders Beneficial Owner that the Company Trust has determined in good faith that sale of Registrable Securities pursuant to the such registration statement would require disclosure of non-public material information not otherwise required to be disclosed under applicable law having a material adverse effect on the Trust (an "Information Blackout"), all Holders the Beneficial Owner shall suspend sales of Registrable Securities pursuant to such registration statement until the earlier of: (i) thirty sixty (3060) days after the Company makes Trust notifies the Beneficial Owner of such good faith determination; and, or (ii) such time as the Company Trust notifies the Holders Beneficial Owner that such material information has been disclosed to the public or has ceased to be material or that sales pursuant to such registration statement may otherwise be resumed (the number of days from such suspension of sales by the Holders Beneficial Owner until the day when such sale may be resumed hereunder is hereinafter called a "Sales Blackout Period"). (b) Notwithstanding the foregoing, there shall be no more than two (2) Information Blackouts during any fiscal year of the term of this Agreement Trust and no Sales Blackout Period shall continue for more than thirty sixty (3060) consecutive days.

Appears in 1 contract

Samples: Registration Rights Agreement (Pennsylvania Real Estate Investment Trust)

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Information Blackout. (a) At any time when a registration statement effected pursuant to this Agreement relating to Registrable Securities is effective, upon written notice from the Company to the Holders that the Company has determined in good faith that sale of Registrable Securities pursuant to the registration statement would require disclosure of non-public material information not otherwise required to be disclosed under applicable law (an "Information Blackout"), all Holders shall suspend sales of Registrable Securities pursuant to such registration statement until the earlier of: (i) thirty (30) days after the Company makes such good faith determination; and (ii) such time as the Company notifies the Holders that such material information has been disclosed to the public or has ceased to be material or that sales pursuant to such registration statement may otherwise be resumed (the number of days from such suspension of sales by the Holders until the day when such sale may be resumed hereunder is hereinafter called a "Sales Blackout Period"). (b) Notwithstanding the foregoing, there shall be no more than two (2) Information Blackouts during the term of this Agreement and no Sales Blackout Period shall continue for more than thirty (30) consecutive days. (c) For the purposes of section 4(b), the period of time during which the Company is required to maintain the effectiveness of registration statement shall be extended by the duration of the sales blackout period.

Appears in 1 contract

Samples: Registration Rights Agreement (VDC Communications Inc)

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