Common use of Permitted Interruptions and Necessary Interruptions Clause in Contracts

Permitted Interruptions and Necessary 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 3(k), above, if applicable (any period described in this Section 6.2 (other than a Necessary Interruption (defined below)) 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 period between Permitted Interruptions shall not be less than 30 days; provided, however, that 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 five business days thereafter and the Holders of Registrable Securities 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 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 and/or Necessary Interruption). Permitted Interruptions shall not extend beyond 45 days during the first year of the Two Year Period and 60 days during the second year of the Two Year Period. Notwithstanding the foregoing, there shall be no Permitted Interruptions during the 30-day period immediately following the date the Shelf Registration initially becomes effective.