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 3.1.4(iii) through 3.1.4(vi), and/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 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 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 contemplated by Section 3.1.4(vi) and/or with respect to resale holders, 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. In the event that the Company shall give any such notice, 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 holder of Registrable Securities covered by such Registration Statement either receives the copies of the supplemented or amended Prospectus contemplated by Section 3.1.4(vi) or is advised in writing by the Company that the use of the 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.)

AutoNDA by SimpleDocs

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 3.1.4(iii) through 3.1.4(vior (iv), and/oror, in the case of a resale registration on Form S-3 pursuant to Section 2.3 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 Board of directorsDirectors, 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, such each holder of Registrable Securities included in any Registration Statement 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(vi) until such holder receives the supplemented or amended Prospectus prospectus contemplated by Section 3.1.4(vi) and/or with respect to resale holders3.1.4(iv), or until such holder of Registrable Securities is advised in writing by the Parent that the then current prospectus may be 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. The Parent shall provide such holders of Registrable Securities and/or the managing underwriter, if any, with any such supplemented 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 amended prospectuses or additional or supplemental filings that are incorporated by reference filings, as the case may be. Notwithstanding anything to the contrary in the Prospectus. In the event that the Company shall give any such noticethis Agreement, the period during which the applicable Registration Statement is required Parent shall not exercise its rights under this Section 3.2 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 holder suspend sales of Registrable Securities covered 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 such Registration Statement either receives law (including the copies rules and regulations of the supplemented or amended Prospectus contemplated by Section 3.1.4(viCommission) or is advised in writing by the Company that opinion of counsel to the use of the Prospectus may be resumedCompany.

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 (a) Each 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 Section 3.1.4(iii) through 3.1.4(viSections 2.4(a)(iii)(C), and/or, in the case of a resale registration on Form S-3 pursuant to Section 2.3 hereof, upon 2.4(a)(iii)(D)(in 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 informationapplicable state) or 2.4(a)(iv), such holder of Registrable Securities included in any Registration Statement shall immediately will discontinue disposition of such its Registrable Securities pursuant to the Registration Statement covering such Registrable Securities Statement, in the case of Section 3.1.4(vi) 2.4(a)(iv), until such the holder receives copies of the supplemented or amended Prospectus prospectus contemplated by Section 3.1.4(vi) and/or with respect to resale holders, the restriction on the ability of “insiders” to transact in the Company’s securities is removed, as applicable2.4(a)(iv), or in any case until the holder is advised in writing by the Company that the use of the Prospectus prospectus may be resumed, and receives copies of any additional or supplemental filings that are incorporated by reference in the Prospectusprospectus and, if so directed by the Company, the 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 prospectus covering such Registrable Securities that are current at the time of the receipt of such notice. In the event that the Company shall give any such noticenotice 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 holder seller of Registrable Securities covered by such Registration Statement either receives the copies of the supplemented or amended Prospectus prospectus contemplated by Section 3.1.4(vi2.4(a)(iv) or is advised in writing by the Company that the use of the Prospectus prospectus may be resumed.

Appears in 2 contracts

Samples: Registration Rights Agreement (NTR Acquisition Co.), Registration Rights Agreement (NTR 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 Sections 3.1.4(iii) through 3.1.4(vior 3.1.4(iv), and/oror, 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 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 Statement 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(vi) 3.1.4(iv), until such holder receives the supplemented or amended Prospectus prospectus contemplated by Section 3.1.4(vi3.1.4(iv), (ii) and/or with respect in the case of a suspension by the Company of the ability of all “insiders” to resale holderstransact in the Company’s securities, until the restriction on the ability of “insiders” to transact in the Company’s securities is removed, as applicable, or (iii) in any case case, until the holder is advised in writing by the Company that the use of the Prospectus prospectus may be resumed, and the holder receives copies of any additional or supplemental filings that are incorporated by reference in the Prospectusprospectus 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 noticenotice 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 holder seller of Registrable Securities covered by such Registration Statement either receives the copies of the supplemented or amended Prospectus prospectus contemplated by Section 3.1.4(vi3.1.4(iv) or is advised in writing by the Company that the use of the Prospectus 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 of the happening of any event of the kind described in Section 3.1.4(iii3.1.6(iv) through 3.1.4(vior (v), and/oror in the event that the financial statements contained in the Registration Statement become stale, or in the case of a resale registration on Form S-3 F-3 pursuant to Section 2.3 2.2.4 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, such each holder of Registrable Securities included in any Registration Statement 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(vi) until such holder receives the supplemented or amended Prospectus prospectus contemplated by Section 3.1.4(vi3.1.6(iv) and/or with respect or (v) (it being understood that the Company shall use reasonable best efforts to resale holdersprepare 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 and, if so directed by the Company, each such holder will deliver to the Company that the use all copies, other than permanent file copies then in such holder’s possession, of the Prospectus may be resumed, and receives copies most recent prospectus covering such Registrable Securities at the time of any additional or supplemental filings that are incorporated by reference in the Prospectus. In the event that the Company shall give any receipt of such notice, 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 holder of Registrable Securities covered by such Registration Statement either receives the copies of the supplemented or amended Prospectus contemplated by Section 3.1.4(vi) 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 (Plutonian Acquisition Corp.), Registration Rights Agreement (Aquaron Acquisition Corp.)

Obligation to Suspend Distribution. Upon (a) Each 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 Section 3.1.4(iii) through 3.1.4(viSections 2.4(a)(iii)(C), and/or, 2.4(a)(iii)(D) (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 program to transact in the Company’s securities because of the existence of material non-public informationapplicable state) or 2.4(a)(iv), such holder of Registrable Securities included in any Registration Statement shall immediately will discontinue disposition of such its Registrable Securities pursuant to the Registration Statement covering such Registrable Securities Statement, in the case of Section 3.1.4(vi) 2.4(a)(iv), until such the holder receives copies of the supplemented or amended Prospectus prospectus contemplated by Section 3.1.4(vi) and/or with respect to resale holders, the restriction on the ability of “insiders” to transact in the Company’s securities is removed, as applicable2.4(a)(iv), or in any case until the holder is advised in writing by the Company that the use of the Prospectus prospectus may be resumed, and receives copies of any additional or supplemental filings that are incorporated by reference in the Prospectusprospectus and, if so directed by the Company, the 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 prospectus covering such Registrable Securities that are current at the time of the receipt of such notice. In the event that the Company shall give any such noticenotice 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 holder seller of Registrable Securities covered by such Registration Statement either receives the copies of the supplemented or amended Prospectus prospectus contemplated by Section 3.1.4(vi2.4(a)(iv) or is advised in writing by the Company that the use of the Prospectus prospectus may be resumed.

Appears in 1 contract

Samples: Registration Rights Agreement (Ideation 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 3.1.4(iii) through 3.1.4(vi3.1.4(iv), and/oror, 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 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, such holder the holders of Registrable Securities included in any 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 3.1.4(vi3.1.4(iv) and/or with respect to resale holders, 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 and, if so directed by the Company, each such holder will deliver to the Company that (at the use Company’s expense) all copies, other than permanent file copies then in such holder’s possession, of the Prospectus may be resumed, and receives copies most recent prospectus covering such Registrable Securities at the time of any additional or supplemental filings that are incorporated by reference in the Prospectusreceipt of such notice. In the event that the Company shall give any such noticenotice 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 holder seller of Registrable Securities covered by such Registration Statement either receives the copies of the supplemented or amended Prospectus prospectus contemplated by Section 3.1.4(vi3.1.4(iv) or is advised in writing by the Company that the use of the Prospectus prospectus may be resumed.

Appears in 1 contract

Samples: Registration Rights Agreement (Cullen Agricultural Holding Corp)

AutoNDA by SimpleDocs

Obligation to Suspend Distribution. Upon receipt of any notice from the Company of the happening of any event of the kind described in Section 3.1.4(iii) through 3.1.4(vior 3.1.4(iv), and/oror, 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 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, such holder of Registrable Securities included in any Registration Statement registration shall immediately discontinue disposition of such Registrable Securities pursuant to the Registration Statement covering such Registrable Securities until, in the case of Section 3.1.4(vi) until 3.1.4(iv), such holder receives the supplemented or amended Prospectus prospectus contemplated by Section 3.1.4(vi3.1.4(iv) and/or with respect or, in the case of a resale registration on Form S-3 pursuant to resale holdersSection 2.3, 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 prospectus may be resumed, and receives copies of any additional new prospectus supplement or supplemental filings that are incorporated prospectus and, if so directed by reference 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 Prospectusmost recent prospectus covering such Registrable Securities at the time of receipt of such notice. In the event that the Company shall give any such noticenotice 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 holder seller of Registrable Securities covered by such Registration Statement either receives the copies of the supplemented or amended Prospectus prospectus contemplated by Section 3.1.4(vi3.1.4(iv) or is advised in writing by the Company that the use of the Prospectus prospectus may be resumed.

Appears in 1 contract

Samples: Registration Rights Agreement (Opportunity Acquisition Corp.)

Obligation to Suspend Distribution. Upon (a) Each 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 Section 3.1.4(iii) through 3.1.4(viSections 3.4(a)(iii)(C), and/or, 3.4(a)(iii)(D) (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 program to transact in the Company’s securities because of the existence of material non-public informationapplicable state) or 3.4(a)(iv), such holder of Registrable Securities included in any Registration Statement shall will immediately discontinue disposition of such its Registrable Securities pursuant to the Registration Statement covering such Registrable Securities Statement, in the case of Section 3.1.4(vi) 3.4(a)(iv), until such the holder receives copies of the supplemented or amended Prospectus prospectus contemplated by Section 3.1.4(vi) and/or with respect to resale holders, the restriction on the ability of “insiders” to transact in the Company’s securities is removed, as applicable3.4(a)(iv), or in any case until the holder is advised in writing by the Company that the use of the Prospectus prospectus may be resumed, and receives copies of any additional or supplemental filings that are incorporated by reference in the Prospectusprospectus and, if so directed by the Company, the 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 prospectus covering such Registrable Securities that are current at the time of the receipt of such notice. In the event that the Company shall give any such noticenotice 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 holder seller of Registrable Securities covered by such Registration Statement either receives the copies of the supplemented or amended Prospectus prospectus contemplated by Section 3.1.4(vi3.4(a)(iv) or is advised in writing by the Company that the use of the Prospectus prospectus may be resumed.

Appears in 1 contract

Samples: Registration Rights Agreement (Elandia International 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 3.1.4(iii) through 3.1.4(vi), and/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 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, such holder of Registrable Securities included in any 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 contemplated by Section 3.1.4(vi) and/or with respect to resale holders, 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. In the event that the Company shall give any such notice, 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 holder of Registrable Securities covered by such Registration Statement either receives the copies of the supplemented or amended Prospectus contemplated by Section 3.1.4(vi) 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 (JWC Acquisition Corp.)

Time is Money Join Law Insider Premium to draft better contracts faster.