Common use of Obligation to Suspend Distribution Clause in Contracts

Obligation to Suspend Distribution. Upon receipt of any notice from the Company of the happening of any event of the kind described in Section 3.1.6(iv) or (v), or in the event that the financial statements contained in the Registration Statement become stale, or in the case of a resale registration on Form F-3 pursuant to Section 2.2.4 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 program to transact in the Company’s securities because of the existence of material non-public information, each holder of Registrable Securities included in any registration shall immediately discontinue disposition of such Registrable Securities pursuant to the Registration Statement covering such Registrable Securities until such holder receives the supplemented or amended prospectus contemplated by Section 3.1.6(iv) or (v) (it being understood that the Company shall use reasonable best efforts to prepare and file such supplement or amendment as soon as practicable), or the Registration Statement is updated so that the financial statements are no longer stale, or it is advised in writing by the Company that the use of the prospectus may be resumed, or the restriction on the ability of “insiders” to transact in the Company’s securities is removed, as applicable, and, if so directed by the Company, each such holder will deliver to the Company all copies, other than permanent file copies then in such holder’s possession, of the most recent prospectus covering such Registrable Securities at the time of receipt of such notice.

Appears in 3 contracts

Samples: Registration Rights Agreement (Aquaron Acquisition Corp.), Registration Rights Agreement (Plutonian Acquisition Corp.), Registration Rights Agreement (Aquaron Acquisition Corp.)

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Obligation to Suspend Distribution. Upon receipt of any notice from the Company of the happening of any event of the kind described in Section 3.1.6(iv3.1.4(iii) or (vthrough 3.1.4(vi), or in the event that the financial statements contained in the Registration Statement become staleand/or, or in the case of a resale registration on Form F-3 S-3 pursuant to Section 2.2.4 2.3 hereof, upon any suspension by the Company, pursuant to a written xxxxxxx xxxxxxx compliance program adopted by the Company’s Board board of Directorsdirectors, of the ability of all “insiders” covered by such program to transact in the Company’s securities because of the existence of material non-public information, each such holder of Registrable Securities included in any registration Registration Statement shall immediately discontinue disposition of such Registrable Securities pursuant to the Registration Statement covering such Registrable Securities in the case of Section 3.1.4(vi) until such holder receives the supplemented or amended prospectus Prospectus contemplated by Section 3.1.6(iv3.1.4(vi) or (v) (it being understood that the Company shall use reasonable best efforts and/or with respect to prepare and file such supplement or amendment as soon as practicable)resale holders, or the Registration Statement is updated so that the financial statements are no longer stale, or it is advised in writing by the Company that the use of the prospectus may be resumed, or the restriction on the ability of “insiders” to transact in the Company’s securities is removed, as applicable, and, if so directed or in any case until the holder is advised in writing by the CompanyCompany that the use of the Prospectus may be resumed, each such holder will deliver to and receives copies of any additional or supplemental filings that are incorporated by reference in the Prospectus. In the event that the Company all copiesshall give any such notice, other than permanent file copies then in such holder’s possession, the period during which the applicable Registration Statement is required to be maintained effective shall be extended by the number of days during the period from and including the date of the most recent prospectus covering giving of such notice to and including the date when each holder of Registrable Securities at covered by such Registration Statement either receives the time copies of receipt the supplemented or amended Prospectus contemplated by Section 3.1.4(vi) or is advised in writing by the Company that the use of such noticethe Prospectus may be resumed.

Appears in 3 contracts

Samples: Registration Rights Agreement (Great American Group, Inc.), Registration Rights Agreement (Great American Group, Inc.), Registration Rights Agreement (Great American Group, Inc.)

Obligation to Suspend Distribution. Upon receipt of any notice from the Company of the happening of any event of the kind described in Section 3.1.6(ivSections 3.1.4(iii) or (v3.1.4(iv), or in the event that the financial statements contained in the Registration Statement become staleor, or in the case of a resale registration on Form F-3 S-3 pursuant to Section 2.2.4 2.3 hereof, upon any suspension by the Company, pursuant to a written xxxxxxx xxxxxxx compliance program adopted by the Company’s Board board of Directorsdirectors, of the ability of all “insiders” covered by such program to transact in the Company’s securities because of the existence of material non-public information, each such holder of Registrable Securities included in any registration shall immediately discontinue disposition of such Registrable Securities pursuant to the Registration Statement covering such Registrable Securities (i) in the case of an event of the kind described in Section 3.1.4(iv), until such holder receives the supplemented or amended prospectus contemplated by Section 3.1.6(iv) or (v) (it being understood that the Company shall use reasonable best efforts to prepare and file such supplement or amendment as soon as practicable3.1.4(iv), or (ii) in the Registration Statement is updated so that the financial statements are no longer stale, or it is advised in writing case of a suspension by the Company that the use of the prospectus may be resumedability of all “insiders” to transact in the Company’s securities, or until the restriction on the ability of “insiders” to transact in the Company’s securities is removed, as applicableor (iii) in any case, until the holder is advised in writing by the Company that the use of the prospectus may be resumed, and the holder receives copies of any additional or supplemental filings that are incorporated by reference in the prospectus and, if so directed by the Company, each such holder will deliver to the Company (at the Company’s expense) all copies, other than permanent file copies then in such holder’s possession, of the most recent prospectus covering such Registrable Securities at the time of receipt of such notice. In the event that the Company shall give any such notice in respect of a Demand Registration, the period during which the applicable Registration Statement is required to be maintained effective shall be extended by the number of days during the period from and including the date of the giving of such notice to and including the date when each seller of Registrable Securities covered by such Registration Statement either receives the copies of the supplemented or amended prospectus contemplated by Section 3.1.4(iv) or is advised in writing by the Company that the use of the prospectus may be resumed.

Appears in 2 contracts

Samples: Registration Rights Agreement (Hf2 Financial Management Inc.), Registration Rights Agreement (Hf2 Financial Management Inc.)

Obligation to Suspend Distribution. Upon receipt of any notice from the Company Parent of the happening of any event of the kind described in Section 3.1.6(iv3.1.4(iii) or (viv), or in the event that the financial statements contained in the Registration Statement become staleor, or in the case of a resale registration on Form F-3 S-3 pursuant to Section 2.2.4 hereof, 2.4 hereof or upon any suspension by the CompanyParent, pursuant to a written xxxxxxx xxxxxxx compliance program adopted by the CompanyParent’s Board of Directors, of the ability of all “insiders” covered by such program to transact in the CompanyParent’s securities because of the existence of material non-public information, each holder of Registrable Securities included in any registration shall immediately discontinue disposition of such Registrable Securities pursuant to the Registration Statement covering such Registrable Securities until such holder receives the supplemented or amended prospectus contemplated by Section 3.1.6(iv) or (v) (it being understood that the Company shall use reasonable best efforts to prepare and file such supplement or amendment as soon as practicable3.1.4(iv), or the Registration Statement is updated so that the financial statements are no longer stale, or it until such holder of Registrable Securities is advised in writing by the Company Parent that the use of the then current prospectus may be resumed, used and has received copies of any additional or supplemental filings that are incorporated or deemed incorporated by reference in such prospectus or the restriction on the ability of “insiders” to transact in the CompanyParent’s securities is removed, as applicable, and. The Parent shall provide such holders of Registrable Securities and/or the managing underwriter, if so directed any, with any such supplemented or amended prospectuses or additional or supplemental filings, as the case may be. Notwithstanding anything to the contrary in this Agreement, the Parent shall not exercise its rights under this Section 3.2 to suspend sales of Registrable Securities for a period in excess of sixty (60) days consecutively or ninety (90) days in any three hundred sixty five (365) -day period unless the suspension is required by law (including the rules and regulations of the Commission) in the opinion of counsel to the Company, each such holder will deliver to the Company all copies, other than permanent file copies then in such holder’s possession, of the most recent prospectus covering such Registrable Securities at the time of receipt of such notice.

Appears in 2 contracts

Samples: Registration Rights Agreement (57th Street General Acquisition Corp), Registration Rights Agreement (57th Street General Acquisition Corp)

Obligation to Suspend Distribution. Upon receipt of any notice from the Company of the happening of any event of the kind described in Section 3.1.6(iv3.1.4(iii) or (v3.1.4(iv), or in the event that the financial statements contained in the Registration Statement become staleor, or in the case of a resale registration on Form F-3 S-3 pursuant to Section 2.2.4 2.3 hereof, upon any suspension by the Company, pursuant to a written xxxxxxx ixxxxxx xxxxxxx compliance program adopted by the Company’s Board of Directors, of the ability of all “insiders” covered by such program to transact in the Company’s securities because of the existence of material non-public information, each such holder of Registrable Securities included in any registration shall 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 receives the supplemented or amended prospectus contemplated by Section 3.1.6(iv3.1.4(iv) or (v) (it being understood that the Company shall use reasonable best efforts to prepare and file such supplement or amendment as soon as practicable), or the Registration Statement is updated so that the financial statements are no longer stale, or it is advised in writing by the Company that the use of the prospectus may be resumed, or the restriction on the ability of “insiders” to transact in the Company’s securities is removed, as applicable, or in any case until the holder is advised in writing by the Company that the use of the prospectus may be resumed, and receives copies of any additional or supplemental filings that are incorporated by reference in the prospectus and, if so directed by the Company, each such holder will deliver to the Company (at the Company’s expense) all copies, other than permanent file copies then in such holder’s possession, of the most recent prospectus covering such Registrable Securities at the time of receipt of such notice. In the event that the Company shall give any such notice in respect of a Demand Registration, the period during which the applicable Registration Statement is required to be maintained effective shall be extended by the number of days during the period from and including the date of the giving of such notice to and including the date when each seller of Registrable Securities covered by such Registration Statement either receives the copies of the supplemented or amended prospectus contemplated by Section 3.1.4(iv) or is advised in writing by the Company that the use of the prospectus may be resumed.

Appears in 2 contracts

Samples: Registration Rights Agreement (HCM Acquisition CO), Registration Rights Agreement (HCM Acquisition CO)

Obligation to Suspend Distribution. Upon receipt of any notice from the Company of the happening of any event of the kind described in Section 3.1.6(iv3.1.4(iii) or (v3.1.4(iv), or in the event that the financial statements contained in the Registration Statement become staleor, or in the case of a resale registration on Form F-3 S-3 pursuant to Section 2.2.4 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 program to transact in the Company’s securities because of the existence of material non-public information, each such holder of Registrable Securities included in any registration shall 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 receives the supplemented or amended prospectus contemplated by Section 3.1.6(iv3.1.4(iv) or (v) (it being understood that the Company shall use reasonable best efforts to prepare and file such supplement or amendment as soon as practicable), or the Registration Statement is updated so that the financial statements are no longer stale, or it is advised in writing by the Company that the use of the prospectus may be resumed, or the restriction on the ability of “insiders” to transact in the Company’s securities is removed, as applicable, or in any case until the holder is advised in writing by the Company that the use of the prospectus may be resumed, and receives copies of any additional or supplemental filings that are incorporated by reference in the prospectus and, if so directed by the Company, each such holder will deliver to the Company (at the Company’s expense) all copies, other than permanent file copies then in such holder’s possession, of the most recent prospectus covering such Registrable Securities at the time of receipt of such notice. In the event that the Company shall give any such notice in respect of a Demand Registration, the period during which the applicable Registration Statement is required to be maintained effective shall be extended by the number of days during the period from and including the date of the giving of such notice to and including the date when each seller of Registrable Securities covered by such Registration Statement either receives the copies of the supplemented or amended prospectus contemplated by Section 3.1.4(iv) or is advised in writing by the Company that the use of the prospectus may be resumed.

Appears in 1 contract

Samples: Registration Rights Agreement (GHL Acquisition Corp.)

Obligation to Suspend Distribution. Upon receipt of any notice from the Company of the happening of any event of the kind described in Section 3.1.6(iv3.1.4(iii) or (vthrough 3.1.4(vi), or in the event that the financial statements contained in the Registration Statement become staleand/or, or in the case of a resale registration on Form F-3 S-3 pursuant to Section 2.2.4 2.3 hereof, upon any suspension by the Company, pursuant to a written xxxxxxx ixxxxxx xxxxxxx compliance program adopted by the Company’s Board board of Directorsdirectors, of the ability of all “insiders” covered by such program to transact in the Company’s securities because of the existence of material non-public information, each such holder of Registrable Securities included in any registration Registration Statement shall immediately discontinue disposition of such Registrable Securities pursuant to the Registration Statement covering such Registrable Securities in the case of Section 3.1.4(vi) until such holder receives the supplemented or amended prospectus Prospectus contemplated by Section 3.1.6(iv3.1.4(vi) or (v) (it being understood that the Company shall use reasonable best efforts and/or with respect to prepare and file such supplement or amendment as soon as practicable)resale holders, or the Registration Statement is updated so that the financial statements are no longer stale, or it is advised in writing by the Company that the use of the prospectus may be resumed, or the restriction on the ability of “insiders” to transact in the Company’s securities is removed, as applicable, and, if so directed or in any case until the holder is advised in writing by the CompanyCompany that the use of the Prospectus may be resumed, each such holder will deliver to and receives copies of any additional or supplemental filings that are incorporated by reference in the Prospectus. In the event that the Company all copiesshall give any such notice, other than permanent file copies then in such holder’s possession, the period during which the applicable Registration Statement is required to be maintained effective shall be extended by the number of days during the period from and including the date of the most recent prospectus covering giving of such notice to and including the date when each holder of Registrable Securities at covered by such Registration Statement either receives the time copies of receipt the supplemented or amended Prospectus contemplated by Section 3.1.4(vi) or is advised in writing by the Company that the use of such noticethe Prospectus may be resumed.

Appears in 1 contract

Samples: Registration Rights Agreement (JWC Acquisition Corp.)

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Obligation to Suspend Distribution. Upon receipt of any notice from the Company of the happening of any event of the kind described in Section 3.1.6(iv3.1.4(iii) or (v3.1.4(iv), or in the event that the financial statements contained in the Registration Statement become staleor, or in the case of a resale registration on Form F-3 S-3 pursuant to Section 2.2.4 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 program to transact in the Company’s securities because of the existence of material non-public information, each such holder of Registrable Securities included in any registration shall immediately discontinue disposition of such Registrable Securities pursuant to the Registration Statement covering such Registrable Securities until until, in the case of Section 3.1.4(iv), such holder receives the supplemented or amended prospectus contemplated by Section 3.1.6(iv3.1.4(iv) or (v) (it being understood that or, in the Company shall use reasonable best efforts case of a resale registration on Form S-3 pursuant to prepare and file such supplement or amendment as soon as practicable)Section 2.3, or the Registration Statement is updated so that the financial statements are no longer stale, or it is advised in writing by the Company that the use of the prospectus may be resumed, or the restriction on the ability of “insiders” to transact in the Company’s securities is removed, as applicable, or in any case until the holder is advised in writing by the Company that the use of the prospectus may be resumed, and receives copies of any new prospectus supplement or prospectus and, if so directed by the Company, each such holder will deliver to the Company (at the Company’s expense) all copies, other than permanent file copies then in such holder’s possession, of the most recent prospectus covering such Registrable Securities at the time of receipt of such notice. In the event that the Company shall give any such notice in respect of a Demand Registration, the period during which the applicable Registration Statement is required to be maintained effective shall be extended by the number of days during the period from and including the date of the giving of such notice to and including the date when each seller of Registrable Securities covered by such Registration Statement either receives the copies of the supplemented or amended prospectus contemplated by Section 3.1.4(iv) or is advised in writing by the Company that the use of the prospectus may be resumed.

Appears in 1 contract

Samples: Registration Rights Agreement (Opportunity Acquisition Corp.)

Obligation to Suspend Distribution. Upon receipt of any notice from the Company of the happening of any event of the kind described in Section 3.1.6(iv) or (v3.1.4(iv), or in the event that the financial statements contained in the Registration Statement become staleor, or in the case of a resale registration on Form F-3 S-3 pursuant to Section 2.2.4 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 program to transact in the Company’s securities because of the existence of material non-public information, each holder of Registrable Securities included in any registration shall immediately discontinue disposition of such Registrable Securities pursuant to the Registration Statement covering such Registrable Securities until such holder receives the supplemented or amended prospectus contemplated by Section 3.1.6(iv3.1.4(iv) or (v) (it being understood that the Company shall use reasonable best efforts to prepare and file such supplement or amendment as soon as practicable), or the Registration Statement is updated so that the financial statements are no longer stale, or it is advised in writing by the Company that the use of the prospectus may be resumed, or the restriction on the ability of “insiders” to transact in the Company’s securities is removed, as applicable, and, if so directed by the Company, each such holder will deliver to the Company (at the Company’s expense) all copies, other than permanent file copies then in such holder’s possession, of the most recent prospectus covering such Registrable Securities at the time of receipt of such notice. In the event that the Company shall give any such notice in respect of a Demand Registration, the period during which the applicable Registration Statement is required to be maintained effective shall be extended by the number of days during the period from and including the date of the giving of such notice to and including the date when each seller of Registrable Securities covered by such Registration Statement either receives the copies of the supplemented or amended prospectus contemplated by Section 3.1.4(iv) or is advised in writing by the Company that the use of the prospectus may be resumed.

Appears in 1 contract

Samples: Registration Rights Agreement (Triplecrown Acquisition Corp.)

Obligation to Suspend Distribution. Upon receipt of any notice from the Company of the happening of any event of the kind described in Section 3.1.6(iv) or (v3.1.4(iv), or in the event that the financial statements contained in the Registration Statement become staleor, or in the case of a resale registration on Form F-3 S-3 pursuant to Section 2.2.4 2.3 hereof, upon any suspension by the Company, pursuant to a written xxxxxxx ixxxxxx xxxxxxx compliance program adopted by the Company’s Board of Directors, of the ability of all “insiders” covered by such program to transact in the Company’s securities because of the existence of material non-public information, each holder the holders of Registrable Securities included in any registration Registration Statement shall immediately discontinue disposition of such Registrable Securities pursuant to the Registration Statement covering such Registrable Securities until such holder receives the supplemented or amended prospectus contemplated by Section 3.1.6(iv3.1.4(iv) or (v) (it being understood that the Company shall use reasonable best efforts to prepare and file such supplement or amendment as soon as practicable), or the Registration Statement is updated so that the financial statements are no longer stale, or it is advised in writing by the Company that the use of the prospectus may be resumed, or the restriction on the ability of “insiders” to transact in the Company’s securities is removed, as applicable, and, if so directed by the Company, each such holder will deliver to the Company (at the Company’s expense) all copies, other than permanent file copies then in such holder’s possession, of the most recent prospectus covering such Registrable Securities at the time of receipt of such notice. In the event that the Company shall give any such notice in respect of a Demand Registration, the period during which the applicable Registration Statement is required to be maintained effective shall be extended by the number of days during the period from and including the date of the giving of such notice to and including the date when each seller of Registrable Securities covered by such Registration Statement either receives copies of the supplemented or amended prospectus contemplated by Section 3.1.4(iv) or is advised in writing by the Company that the use of the prospectus may be resumed.

Appears in 1 contract

Samples: Registration Rights Agreement (Cullen Agricultural Holding Corp)

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