Obligation to Suspend Distribution. Each Holder agrees that, upon receipt of any notice from the Company of the happening of any event of the kind described in Sections 3.1(e)(ii), (iii) or (iv) such Holder shall forthwith discontinue disposition of Registrable Securities pursuant to the Registration Statement covering such Registrable Securities until such Holder’s receipt of the copies of the supplemented or amended Prospectus or Free Writing Prospectus contemplated by Section 3.1(e)(i) (or if no supplemental or amended prospectus or Free Writing Prospectus is required, upon confirmation from the Company that use of the prospectus or Free Writing Prospectus is once again permitted) and, if so directed by the Company, such Holder shall deliver to the Company (at the Company’s expense) all copies, other than permanent file copies then in such Holder’s possession, of the prospectus or Free Writing Prospectus covering such Registrable Securities which is current at the time of receipt of such notice. If the Company shall give any such notice, the Company shall extend the period during which such Registration Statement shall be maintained effective pursuant to this Agreement (including, without limitation, the period referred to in Section 3.1(b) by the number of days during the period from and including the date of the giving of such notice pursuant to Sections 3.1(e)(ii), (iii) or (iv) to and including the date when the Holders of such Registrable Securities participating in the offering under such Registration Statement shall have received the copies of the supplemented or amended prospectus or Free Writing Prospectus contemplated by and meeting the requirements of Section 3.1(e) (or if no supplemental or amended prospectus or Free Writing Prospectus is required, upon confirmation from the Company that use of the prospectus or Free Writing Prospectus is once again permitted).
Appears in 6 contracts
Samples: Registration Rights Agreement (Sidhu Special Purpose Capital Corp.), Registration Rights Agreement (Trian Acquisition I Corp.), Registration Rights Agreement (Open Acquisition Corp.)
Obligation to Suspend Distribution. Each Holder agrees that, upon Upon receipt of any notice from the Company of the happening of any event of the kind described in Sections 3.1(e)(iiSection 3.1.4(iii) or 3.1.4(iv), (iii) or (iv) or, in the case of a resale registration on Form S-3 pursuant to Section 2.3 hereof, upon any suspension by the Company, pursuant to a written xxxxxxx xxxxxxx compliance program adopted by the Company’s board of directors, of the ability of all “insiders” covered by such Holder program to transact in the Company’s securities because of the existence of material non-public information, such holder of Registrable Securities included in any registration shall forthwith immediately discontinue disposition of such Registrable Securities pursuant to the Registration Statement covering such Registrable Securities in the case of Section 3.1.4(iv) until such Holder’s receipt of the copies of holder receives the supplemented or amended Prospectus or Free Writing Prospectus prospectus contemplated by Section 3.1(e)(i3.1.4(iv) (or if no supplemental the restriction on the ability of “insiders” to transact in the Company’s securities is removed, as applicable, or amended prospectus or Free Writing Prospectus in any case until the holder is required, upon confirmation from advised in writing by the Company that the use of the prospectus may be resumed, and receives copies of any additional or Free Writing Prospectus is once again permitted) supplemental filings that are incorporated by reference in the prospectus and, if so directed by the Company, each such Holder shall holder will deliver to the Company (at the Company’s expense) all copies, other than permanent file copies then in such Holderholder’s possession, of the most recent prospectus or Free Writing Prospectus covering such Registrable Securities which is current at the time of receipt of such notice. If In the event that the Company shall give any such noticenotice in respect of a Demand Registration, the Company shall extend the period during which such the applicable Registration Statement shall is required to be maintained effective pursuant to this Agreement (including, without limitation, the period referred to in Section 3.1(b) shall be extended by the number of days during the period from and including the date of the giving of such notice pursuant to Sections 3.1(e)(ii), (iii) or (iv) to and including the date when the Holders each seller of such Registrable Securities participating in the offering under covered by such Registration Statement shall have received either receives the copies of the supplemented or amended prospectus or Free Writing Prospectus contemplated by and meeting the requirements of Section 3.1(e3.1.4(iv) (or if no supplemental or amended prospectus or Free Writing Prospectus is required, upon confirmation from advised in writing by the Company that the use of the prospectus or Free Writing Prospectus is once again permitted)may be resumed.
Appears in 5 contracts
Samples: Registration Rights Agreement (RAI Acquisition Corp.), Registration Rights Agreement (Alternative Asset Management Acquisition Corp.), Registration Rights Agreement (Overture Acquisition Corp.)
Obligation to Suspend Distribution. (a) Each Holder holder of Registrable Securities agrees by acquisition of such Registrable Securities that, upon receipt of any notice from the Company of the happening of any event events of the kind described in Sections 3.1(e)(ii2.04(a)(iii)(C), (iii2.04(a)(iii)(D)(in any applicable state) or (iv) 2.04(a)(iv), such Holder shall forthwith holder will discontinue disposition of its Registrable Securities pursuant to the Registration Statement covering such Registrable Securities Statement, in the case of Section 2.04(a)(iv), until such Holder’s receipt of the holder receives copies of the supplemented or amended Prospectus or Free Writing Prospectus prospectus contemplated by Section 3.1(e)(i) (2.04(a)(iv), or if no supplemental or amended prospectus or Free Writing Prospectus in any case until the holder is required, upon confirmation from advised in writing by the Company that the use of the prospectus may be resumed, and receives copies of any additional or Free Writing Prospectus is once again permitted) supplemental filings that are incorporated by reference in the prospectus and, if so directed by the Company, such Holder shall the holder will deliver to the Company (at the Company’s expense) all copies, other than permanent file copies then in such Holderholder’s possession, of the prospectus or Free Writing Prospectus covering such Registrable Securities which is that are current at the time of the receipt of such notice. If In the event that the Company shall give any such noticenotice in respect of a Demand Registration, the Company shall extend the period during which such the applicable Registration Statement shall is required to be maintained effective pursuant to this Agreement (including, without limitation, the period referred to in Section 3.1(b) shall be extended by the number of days during the period from and including the date of the giving of such notice pursuant to Sections 3.1(e)(ii), (iii) or (iv) to and including the date when the Holders each seller of such Registrable Securities participating in the offering under covered by such Registration Statement shall have received either receives the copies of the supplemented or amended prospectus or Free Writing Prospectus contemplated by and meeting the requirements of Section 3.1(e2.04(a)(iv) (or if no supplemental or amended prospectus or Free Writing Prospectus is required, upon confirmation from advised in writing by the Company that the use of the prospectus or Free Writing Prospectus is once again permitted)may be resumed.
Appears in 4 contracts
Samples: Registration Rights Agreement (China Holdings Acquisition Corp.), Registration Rights Agreement (GSC Acquisition Co), Form of Registration Rights Agreement (BBV Vietnam S.E.A. Acquisition Corp.)
Obligation to Suspend Distribution. Each Holder agrees that, upon receipt of any notice from the Company of the happening of any event of the kind described in Sections 3.1(e)(ii), (iii) or (iv) such Holder shall forthwith discontinue disposition of Registrable Securities pursuant to the Registration Statement covering such Registrable Securities until such Holder’s receipt of the copies of the supplemented or amended Prospectus or Free Writing Prospectus contemplated by Section 3.1(e)(i3.1(e) (or if no supplemental or amended prospectus or Free Writing Prospectus is required, upon confirmation from the Company that use of the prospectus or Free Writing Prospectus is once again permitted) and, if so directed by the Company, such Holder shall deliver to the Company (at the Company’s expense) all copies, other than permanent file copies then in such Holder’s possession, of the prospectus or Free Writing Prospectus covering such Registrable Securities which is current at the time of receipt of such notice. If the Company shall give any such notice, the Company shall extend the period during which such Registration Statement shall be maintained effective pursuant to this Agreement (including, without limitation, the period referred to in Section 3.1(b) by the number of days during the period from and including the date of the giving of such notice pursuant to Sections 3.1(e)(ii), (iii) or (iv) to and including the date when the Holders of such Registrable Securities participating in the offering under such Registration Statement shall have received the copies of the supplemented or amended prospectus or Free Writing Prospectus contemplated by and meeting the requirements of Section 3.1(e) (or if no supplemental or amended prospectus or Free Writing Prospectus is required, upon confirmation from the Company that use of the prospectus or Free Writing Prospectus is once again permitted).
Appears in 2 contracts
Samples: Registration Rights Agreement (Cazador Acquisition Corp Ltd.), Registration Rights Agreement (Cazador Acquisition Corp Ltd.)
Obligation to Suspend Distribution. Each Holder agrees that, upon Upon receipt of any notice from the Company of the happening of any event of the kind described in Sections 3.1(e)(iiSection 3.1.4(iii) or 3.1.4(iv), (iii) or (iv) or, in the case of a resale registration on Form S-3 pursuant to Section 2.3 hereof, upon any suspension by the Company, pursuant to a written xxxxxxx xxxxxxx compliance program adopted by the Company's board of directors, of the ability of all "insiders" covered by such Holder program to transact in the Company's securities because of the existence of material non-public information, such holder of Registrable Securities included in any registration shall forthwith immediately discontinue disposition of such Registrable Securities pursuant to the Registration Statement covering such Registrable Securities in the case of Section 3.1.4(iv) until such Holder’s receipt of the copies of holder receives the supplemented or amended Prospectus or Free Writing Prospectus prospectus contemplated by Section 3.1(e)(i3.1.4(iv) (or if no supplemental the restriction on the ability of "insiders" to transact in the Company's securities is removed, as applicable, or amended prospectus or Free Writing Prospectus in any case until the holder is required, upon confirmation from advised in writing by the Company that the use of the prospectus may be resumed, and receives copies of any additional or Free Writing Prospectus is once again permitted) supplemental filings that are incorporated by reference in the prospectus and, if so directed by the Company, each such Holder shall holder will deliver to the Company (at the Company’s 's expense) all copies, other than permanent file copies then in such Holder’s holder's possession, of the most recent prospectus or Free Writing Prospectus covering such Registrable Securities which is current at the time of receipt of such notice. If In the event that the Company shall give any such noticenotice in respect of a Demand Registration, the Company shall extend the period during which such the applicable Registration Statement shall is required to be maintained effective pursuant to this Agreement (including, without limitation, the period referred to in Section 3.1(b) shall be extended by the number of days during the period from and including the date of the giving of such notice pursuant to Sections 3.1(e)(ii), (iii) or (iv) to and including the date when the Holders each seller of such Registrable Securities participating in the offering under covered by such Registration Statement shall have received either receives the copies of the supplemented or amended prospectus or Free Writing Prospectus contemplated by and meeting the requirements of Section 3.1(e3.1.4(iv) (or if no supplemental or amended prospectus or Free Writing Prospectus is required, upon confirmation from advised in writing by the Company that the use of the prospectus or Free Writing Prospectus is once again permitted)may be resumed.
Appears in 2 contracts
Samples: Registration Rights Agreement (Prospect Acquisition Corp), Registration Rights Agreement (Prospect Acquisition Corp)
Obligation to Suspend Distribution. Each Holder agrees that, upon Upon receipt of any notice from the Company of the happening of any event of the kind described in Sections 3.1(e)(iiSection 3.1.4(iii) or 3.1.4(iv), (iii) or (iv) or, in the case of a resale registration on Form S-3 pursuant to Section 2.3 hereof, upon any suspension by the Company, pursuant to a written ixxxxxx xxxxxxx compliance program adopted by the Company’s Board of Directors, of the ability of all “insiders” covered by such Holder program to transact in the Company’s securities because of the existence of material non-public information, such holder of Registrable Securities included in any registration shall forthwith immediately discontinue disposition of such Registrable Securities pursuant to the Registration Statement covering such Registrable Securities in the case of Section 3.1.4(iv) until such Holder’s receipt of the copies of holder receives the supplemented or amended Prospectus or Free Writing Prospectus prospectus contemplated by Section 3.1(e)(i3.1.4(iv) (or if no supplemental the restriction on the ability of “insiders” to transact in the Company’s securities is removed, as applicable, or amended prospectus or Free Writing Prospectus in any case until the holder is required, upon confirmation from advised in writing by the Company that the use of the prospectus may be resumed, and receives copies of any additional or Free Writing Prospectus is once again permitted) supplemental filings that are incorporated by reference in the prospectus and, if so directed by the Company, each such Holder shall holder will deliver to the Company (at the Company’s expense) all copies, other than permanent file copies then in such Holderholder’s possession, of the most recent prospectus or Free Writing Prospectus covering such Registrable Securities which is current at the time of receipt of such notice. If In the event that the Company shall give any such noticenotice in respect of a Demand Registration, the Company shall extend the period during which such the applicable Registration Statement shall is required to be maintained effective pursuant to this Agreement (including, without limitation, the period referred to in Section 3.1(b) shall be extended by the number of days during the period from and including the date of the giving of such notice pursuant to Sections 3.1(e)(ii), (iii) or (iv) to and including the date when the Holders each seller of such Registrable Securities participating in the offering under covered by such Registration Statement shall have received either receives the copies of the supplemented or amended prospectus or Free Writing Prospectus contemplated by and meeting the requirements of Section 3.1(e3.1.4(iv) (or if no supplemental or amended prospectus or Free Writing Prospectus is required, upon confirmation from advised in writing by the Company that the use of the prospectus or Free Writing Prospectus is once again permitted)may be resumed.
Appears in 2 contracts
Samples: Registration Rights Agreement (HCM Acquisition CO), Registration Rights Agreement (HCM Acquisition CO)