Permitted Interruptions Sample Clauses
Permitted Interruptions. (a) During the Restricted Period, ▇▇▇▇▇ Limited shall have the right, by written notice to the Investors, to suspend, on one or more instances, sales of Registrable Securities by the Investors pursuant to the Registration Statement once effective for not more than sixty (60) days in the aggregate for all such periods (each such period, a “Permitted Interruption”) in the event that there is (i) a possible acquisition, business combination or other transaction, financing, business development or other event involving ▇▇▇▇▇ Limited or any of its Affiliates that would, in the good faith determination of Bunge Limited, require disclosure in a Registration Statement or in any prospectus related to sales of securities of ▇▇▇▇▇ Limited to avoid a Violation, and ▇▇▇▇▇ Limited determines, in the exercise of its reasonable judgment, that such disclosure is not in the best interest of ▇▇▇▇▇ Limited or that obtaining financial statements relating to any such acquisition or business combination or other transaction that are required to be included in the Registration Statement or in any prospectus related to sales of securities of ▇▇▇▇▇ Limited, after using its reasonable best efforts to obtain such financial statements, would be impractical, (ii) a Non-Discretionary Interruption Event or (iii) the happening of any event that requires ▇▇▇▇▇ Limited to make changes in such Registration Statement in order cure a Violation (any such events described in the foregoing subclauses (i) through (iii), an “Interruption Event”).
(b) The Restricted Transfer Period shall be reduced by such number of days equal to the sum of (i) the number of days elapsing after the occurrence of the Required Effective Date before the Effective Date multiplied by two plus (ii) the number of days of a Permitted Interruption.
Permitted Interruptions. Seller
(a) The Seller may interrupt or curtail the delivery of Gas to the Buyer for a Seller Permitted Interruption.
(b) In the case of a Seller Permitted Interruption for planned maintenance to the Seller’s Facilities (as contained at paragraph (a) of the definition of Seller Permitted Interruption) the Seller shall give not less than 20 Business Days’ notice to the Buyer of the Seller Permitted Interruption.
(c) In the case of a Seller Permitted Interruption as defined at paragraphs (b) and (c) of the definition of that term the Seller shall give as much notice of the Seller Permitted Interruption to the Buyer as is reasonably practicable in the circumstances.
Permitted Interruptions. Anything in this Agreement to the contrary notwithstanding, it is understood and agreed that the Company shall not be required to prepare or file a registration statement, amendment or post-effective amendment thereto or prospectus supplement or to supplement or amend any registration statement or otherwise facilitate the resale of Registrable Stock, and it shall be free voluntarily to take or omit to take any other action that would result in the impracticality of any such filing, supplement or amendment if such action is taken or omitted to be taken by the Company in good faith and for valid business reasons including, without limitation, matters relating to acquisitions or divestitures, so long as the Company shall, as promptly as practicable thereafter, make such filing, supplement or amendment (any period described in this Section 6 (other than a Necessary Interruption (defined below)) during which Holders of Registrable Stock are not able to sell such Registrable Stock under a registration statement is herein called a "Permitted Interruption"). The period between Permitted Interruptions shall not be less than 30 days and no more than two Permitted Interruptions may occur in any 12 month period. If any event occurs which would make the Registration Statement then in effect materially incorrect or misleading, the Company shall not be required to keep the Registration Statement effective as of such date and continuing for ten business days thereafter and the Holders of Registrable Stock shall not sell such securities during such period (each such period is referred to as a "Necessary Interruption"). The Company hereby agrees to notify each of the Holders of Registrable Securities in writing of the occurrence of, and the termination of, each Permitted Interruption and/or Necessary Interruption (the nature and pendency of which need not be disclosed during such Permitted Interruption). Permitted Interruptions shall not extend beyond 45 days. No Permitted Interruption shall apply to any sales of Registrable Stock made prior to the Holder's receipt of written notice of the Permitted Interruption.
Permitted Interruptions. The Seller may without liability interrupt or curtail delivery of Gas to the Buyer:
(a) in order for required maintenance activities to be carried out on the gas production system or the pipeline, upon notice by the Seller to the Buyer of each event;
(b) in order to comply with any applicable laws or regulations, for the minimum period required for such compliance upon the maximum notice by the Seller to the Buyer as is reasonably practicable
(c) in the case of emergency, or where in the reasonable opinion of the Seller there is a threat to safety in any relevant gas production system or the relevant pipeline, without prior notice to the Buyer, for the period and to the extent required for the abatement of that emergency or threat;
(d) in the event if the Seller were to continue to deliver Gas would result in Seller breaching the maximum pressure referred to in Item 14; and
(e) in the case of the occurrence of an event of Force Majeure
Permitted Interruptions. The Company may postpone (such postponement is referred to herein as a "Permitted Interruption") for a reasonable period of time (not to exceed ninety (90) days, which may not thereafter be extended) the filing or the effectiveness of a registration statement for a Demand Registration if, at the time it receives a request for such registration: (i) the Company is engaged in any active program for repurchase of Common Stock that is registered under the Securities Act and furnishes an Officer's Certificate to that effect, (ii) the Company is conducting or about to conduct an offering of Common Stock and the Company is advised by the investment banker engaged by the Company to manage such offering that such offering would be affected adversely by the registration so demanded and the Company furnishes an Officer's Certificate to that effect, or (iii) the board of directors of the Company shall determine in good faith that such offering will interfere with a pending or contemplated financing, merger, acquisition, sale of assets, recapitalization or other corporate action of the Company and the Company furnishes an Officer's Certificate to that effect; PROVIDED, HOWEVER, that the Company may not utilize the right mor ▇▇▇▇ ▇▇▇e in any twelve (12) month period. After such Permitted Interruption the Company shall effect registration as promptly as practicable without further request unless such request has been withdrawn.
Permitted Interruptions. In the event that the Company is required to invoke the Permitted Interruption under the circumstances set forth in Section 4(a)(i) for a period longer than ninety (90) days, then after the expiration of such 90-day period, the Company shall use its reasonable efforts to effect the Registration of the portion (but no less than 50% of the Registrable Securities outstanding on the date hereof, as adjusted to reflect any recapitalization or stock split) of the Registrable Securities indicated in a request from the Manager submitted at least ninety (90) days prior to the end of the Registration Period. The Company shall use reasonable efforts to effect such registration within thirty (30) days of receipt of such request and to maintain such Registration effective for the period, not to exceed ninety (90) days, indicated in the plan of distribution.
Permitted Interruptions. Anything in this Agreement to the contrary ----------------------- notwithstanding, it is understood and agreed that the Company shall not be required to prepare or file a registration statement, amendment or post- effective amendment thereto or prospectus supplement or to supplement or amend any registration statement or otherwise facilitate the resale of Registrable Securities, and it shall be free voluntarily to take or omit to take any other action that would result in the impracticality of any such filing, supplement or amendment if such action is taken or omitted to be taken by the Company in good faith and for valid business reasons, including, without limitation, matters relating to acquisitions or divestitures, so long as the Company shall, as promptly as practicable thereafter, make such filing, supplement or amendment and, so long as the Company shall as promptly as is practicable thereafter, comply with the requirements of Section 4(k), above, if applicable (any period described in this Section 7.2 during which Holders of Registrable Securities are not able to sell such Registrable Securities under a registration statement is herein called a "Permitted Interruption"). The Company hereby agrees to notify ---------------------- each of the Holders of Registrable Securities of the occurrence of, and the termination of, each Permitted Interruption (the nature and pendency of which need not be disclosed during such Permitted Interruption).
Permitted Interruptions. The Company shall be entitled, effective immediately upon notice given in conformity with Section 9(d) (an "Interruption Notice"), to require the Plan to cease to make any offers or sales of the Registrable Securities under any Registration Statement then in effect in the event that:
(i) the Company is no longer entitled to maintain a Registration on Form S-3 under Rule 415; or
(ii) the Company determines, as evidenced by a certificate of two of the Company's executive officers, in its good faith and reasonable judgment, that the offering of any Registrable Securities would require disclosure of material, nonpublic information not otherwise proposed to be disclosed; provided, however, that in each such case the interruption shall not exceed ninety (90) days from the date of the Interruption Notice. Each of the foregoing events or any combination thereof shall be hereinafter referred to as a "Permitted Interruption." In no event (other than pursuant to Section 4(a)(i)) shall the Manager be required to cease offers and sales under the Registration Statement for more than an aggregate of six months in any consecutive twelve-month period pursuant to Permitted Interruptions.