Common use of Return of Prospectuses Clause in Contracts

Return of Prospectuses. Each seller of Registrable Securities hereunder agrees that upon receipt of any notice from the Company of the happening of any event of the kind described in Section 2.6(a)(viii) hereof, such seller shall forthwith discontinue such seller’s disposition of Registrable Securities pursuant to the applicable registration statement and prospectus relating thereto until such seller’s receipt of the copies of the supplemented or amended prospectus contemplated by Section 2.6(a)(viii) hereof and, if so directed by the Company, deliver to the Company all copies, other than permanent file copies, then in such seller’s possession of the prospectus current at the time of receipt of such notice relating to such Registrable Securities. In the event the Company shall give such notice, the one hundred eighty (180)-day period during which such registration statement must remain effective pursuant to this Agreement shall be extended by the number of days during the period from the date of giving of a notice regarding the happening of an event of the kind described in Section 2.6(a)(viii) hereof to the date when all such sellers shall receive such a supplemented or amended prospectus and such prospectus shall have been filed with the Commission.

Appears in 4 contracts

Samples: Registration Rights Agreement (Enovation Controls, Inc.), Registration Rights Agreement (JGWPT Holdings Inc.), Registration Rights Agreement (JLL JGW Distribution, LLC)

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Return of Prospectuses. Each seller of Registrable Securities hereunder agrees that upon receipt of any notice from the Company of the happening of any event of the kind described in Section 2.6(a)(viii) hereof3.05(a)(v), such seller shall forthwith discontinue such seller’s disposition of Registrable Securities pursuant to the applicable registration statement and prospectus relating thereto until such seller’s receipt of the copies of the supplemented or amended prospectus contemplated by Section 2.6(a)(viii3.05(a)(v) hereof and, if so directed by the Company, deliver to the Company all copies, other than permanent file copies, then in such seller’s possession of the prospectus current at the time of receipt of such notice relating to such Registrable Securities. In the event the Company shall give such notice, the one hundred and eighty (180)-day 180) day period during which such registration statement must remain effective pursuant to Section 3.05(a)(i) of this Agreement (or such shorter period as permitted by Section 3.05(a)(i)) shall be extended by the number of days during the period from the date of giving of a notice regarding the happening of an event of the kind described in Section 2.6(a)(viii3.05(a)(v) hereof to the date when all such sellers shall receive such a supplemented or amended prospectus and such prospectus shall have been filed with the Commission.

Appears in 4 contracts

Samples: Registration Rights Agreement (Building Products, LLC), Registration Rights Agreement (Builders FirstSource, Inc.), Investment Agreement (Builders FirstSource, Inc.)

Return of Prospectuses. Each seller of Registrable Securities hereunder agrees that upon receipt of any notice from the Company of the happening of any event of the kind described in Section 2.6(a)(viii) hereof5.05(a)(viii), such seller shall forthwith discontinue such seller’s 's disposition of Registrable Securities pursuant to the applicable registration statement and prospectus relating thereto until such seller’s 's receipt of the copies of the supplemented or amended prospectus contemplated by Section 2.6(a)(viii5.05(a)(viii) hereof and, if so directed by the Company, deliver to the Company all copies, other than permanent file copies, then in such seller’s 's possession of the prospectus current at the time of receipt of such notice relating to such Registrable Securities. In the event the Company shall give such notice, the one hundred eighty ninety (180)-day 90)-day period during which such registration statement must remain effective pursuant to this Agreement shall be extended by the number of days during the period from the date of giving of a notice regarding the happening of an event of the kind described in Section 2.6(a)(viii5.05(a)(viii) hereof to the date when all such sellers shall receive such a supplemented or amended prospectus and such prospectus shall have been filed with the Commission.

Appears in 2 contracts

Samples: Stockholders Agreement (Hayes Wheels International Inc), Stockholders Agreement (Southwest General Hospital Lp)

Return of Prospectuses. Each seller of Registrable Securities hereunder agrees that upon receipt of any notice from the Company Corporation of the happening of any event of the kind described in Section 2.6(a)(viii) hereof4.05(a)(viii), such seller shall forthwith discontinue such seller’s 's disposition of Registrable Securities pursuant to the applicable registration statement and prospectus relating thereto until such seller’s 's receipt of the copies of the supplemented or amended prospectus contemplated by Section 2.6(a)(viii4.05(a)(viii) hereof and, if so directed by the CompanyCorporation, deliver to the Company Corporation all copies, other than permanent file copies, then in such seller’s 's possession of the prospectus current at the time of receipt of such notice relating to such Registrable Securities. In the event the Company Corporation shall give such notice, the one hundred eighty ninety (180)-day 90)-day period during which such registration statement must remain effective pursuant to this Agreement shall be extended by the number of days during the period from the date of giving of a notice regarding the happening of an event of the kind described in Section 2.6(a)(viii4.05(a)(viii) hereof to the date when all such sellers shall receive such a supplemented or amended prospectus and such prospectus shall have been filed with the Commission.

Appears in 2 contracts

Samples: Security Holders' Agreement (PGT, Inc.), Security Holders' Agreement (PGT, Inc.)

Return of Prospectuses. Each seller of Registrable Securities hereunder agrees that upon receipt of any notice from the Company of the happening of any event of the kind described in Section 2.6(a)(viii) hereof5.05(a)(viii), such seller shall forthwith discontinue such seller’s disposition of Registrable Securities pursuant to the applicable registration statement and prospectus relating thereto until such seller’s receipt of the copies of the supplemented or amended prospectus contemplated by Section 2.6(a)(viii5.05(a)(viii) hereof and, if so directed by the Company, deliver to the Company all copies, other than permanent file copies, then in such seller’s possession of the prospectus current at the time of receipt of such notice relating to such Registrable Securities. In the event that the Company shall give such notice, the one hundred eighty (180)-day period during which such registration statement must remain effective pursuant to this Agreement shall be extended by the number of days during the period from the date of giving of a notice regarding the happening of an event of the kind described in Section 2.6(a)(viii5.05(a)(viii) hereof to the date when all such sellers shall receive such a supplemented or amended prospectus and such prospectus shall have been filed with the CommissionSEC.

Appears in 2 contracts

Samples: Shareholders’ Agreement (Patheon N.V.), Shareholders’ Agreement (Patheon Holdings Cooperatief U.A.)

Return of Prospectuses. Each seller of Registrable Securities hereunder agrees that upon receipt of any notice from the Company of the happening of any event of the kind described in Section 2.6(a)(viii) hereof5.04(a)(vii), such seller shall forthwith discontinue such seller’s 's disposition of Registrable Securities pursuant to the applicable registration statement and prospectus relating thereto until such seller’s 's receipt of the copies of the supplemented or amended prospectus contemplated by Section 2.6(a)(viii5.04(a)(vii) hereof and, if so directed by the Company, deliver to the Company all copies, other than permanent file copies, then in such seller’s 's possession of the prospectus current at the time of receipt of such notice relating to such Registrable Securities. In the event the Company shall give such notice, the one hundred eighty ninety (180)-day 90) day period during which such registration statement must remain effective pursuant to this Agreement shall be extended by the number of days during the period from the date of giving of a notice regarding the happening of an event of the kind described in Section 2.6(a)(viii5.04(a)(vii) hereof to the date when all such sellers shall receive such a supplemented or amended prospectus and such prospectus shall have been filed with the Commission.

Appears in 2 contracts

Samples: Stockholders Agreement (Buslease Inc /New/), Stockholders Agreement (Motor Coach Industries International Inc)

Return of Prospectuses. Each seller of Registrable Securities hereunder agrees that upon receipt of any notice from the Company of the happening of any event of the kind described in Section 2.6(a)(viii) hereof2.5(a)(viii), such seller shall forthwith discontinue such seller’s 's disposition of Registrable Securities pursuant to the applicable registration statement and prospectus relating thereto until such seller’s 's receipt of the copies of the supplemented or amended prospectus contemplated by Section 2.6(a)(viii2.5(a)(viii) hereof and, if so directed by the Company, deliver to the Company Company, at the Company's expense, all copies, other than permanent file copies, then in such seller’s 's possession of the prospectus current at the time of receipt of such notice relating to such Registrable Securities. In the event the Company shall give such notice, the one hundred eighty any applicable forty-five (180)-day 45) day period during which such registration statement must remain effective pursuant to this Agreement shall be extended by the number of days during the period from the date of giving of a notice regarding the happening of an event of the kind described in Section 2.6(a)(viii2.5(a)(viii) hereof to the date when all such sellers shall receive such a supplemented or amended prospectus and such prospectus shall have been filed with the Commission.

Appears in 2 contracts

Samples: Registration Rights Agreement (Morgan Stanley), Registration Rights Agreement (Viatel Holding Bermuda LTD)

Return of Prospectuses. Each seller of Registrable Securities hereunder Selling Holder agrees that upon receipt of any notice from the Company of the happening of any event of the kind described in Section 2.6(a)(viii) hereof2.7(a)(x)(A), such seller Selling Holder shall forthwith (i) discontinue such sellerSelling Holder’s disposition of Registrable Securities pursuant to the applicable registration statement and prospectus relating thereto until (A) such sellerSelling Holder’s receipt of the copies of the supplemented or amended prospectus contemplated by Section 2.6(a)(viii2.7(a)(x) hereof andor (B) such supplemented or amended prospectus has been filed with the Commission, and (ii) if so directed by the Company, deliver to the Company Company, at the Company’s expense, all copies, other than permanent file copies, then in such sellerSelling Holder’s possession of the prospectus current covering Registrable Securities at the time of receipt of such notice relating to such Registrable Securitiesnotice. In the event the Company shall give gives such notice, the one hundred eighty (180)-day any applicable 60-day or three-year period during which such the applicable registration statement must remain effective pursuant to this Agreement shall be extended by the number of days during the period from the date of giving of a such notice regarding the happening of an event of the kind described in Section 2.6(a)(viii) hereof to the date when all such sellers Selling Holders shall receive such a supplemented or amended prospectus and or such prospectus shall have been filed with the Commission.

Appears in 2 contracts

Samples: Stockholders Agreement (Crown Castle International Corp), Stockholders Agreement (Global Signal Inc)

Return of Prospectuses. Each seller of Registrable Securities hereunder agrees that upon receipt of any notice from the Company of the happening of any event of the kind described in Section 2.6(a)(viii) hereof4.04(a)(iv), such seller shall forthwith discontinue such seller’s 's disposition of Registrable Securities pursuant to the applicable registration statement and prospectus relating thereto until such seller’s 's receipt of the copies of the supplemented or amended prospectus contemplated by Section 2.6(a)(viii4.04(a)(iv) hereof and, if so directed by the Company, deliver to the Company all copies, other than permanent file copies, then in such seller’s 's possession of the prospectus current at the time of receipt of such notice relating to such Registrable Securities. In the event the Company shall give such notice, the one hundred eighty ninety (180)-day 90) day period during which such registration statement must remain effective pursuant to this Agreement shall be extended by the number of days during the period from the date of giving of a notice regarding the happening of an event of the kind described in Section 2.6(a)(viii4.04(a)(iv) hereof to the date when all such sellers shall receive such a supplemented or amended prospectus and such prospectus shall have been filed with the Commission.

Appears in 1 contract

Samples: Stockholders Agreement (Builders FirstSource, Inc.)

Return of Prospectuses. Each seller of Registrable Securities hereunder agrees that upon receipt of any notice from the Company of the happening of any event of the kind described in Section 2.6(a)(viii) hereof), such seller shall forthwith discontinue such seller’s 's disposition of Registrable Securities pursuant to the applicable registration statement and prospectus relating thereto until such seller’s 's receipt of the copies of the supplemented or amended prospectus contemplated by Section 2.6(a)(viii) hereof and, if so directed by the Company, deliver to the Company all copies, other than permanent file copies, then in such seller’s 's possession of the prospectus current at the time of receipt of such notice relating to such Registrable Securities. In the event the Company shall give such notice, the one hundred eighty ninety (180)-day 90)-day period during which such registration statement must remain effective pursuant to this Agreement shall be extended by the number of days during the period from the date of giving of a notice regarding the happening of an event of the kind described in Section 2.6(a)(viii) hereof to the date when all such sellers shall receive such a supplemented or amended prospectus and such prospectus shall have been filed with the Commission.

Appears in 1 contract

Samples: Registration Rights Agreement (United States Leather Inc /Wi/)

Return of Prospectuses. Each seller of Registrable Securities hereunder agrees that upon receipt of any notice from the Company of the happening of any event of the kind described in Section 2.6(a)(viii) hereof1.6(a)(viii), such seller shall forthwith discontinue such seller’s 's disposition of Registrable Securities pursuant to the applicable registration statement and prospectus relating thereto until such seller’s 's receipt of the copies of the supplemented or amended prospectus contemplated by Section 2.6(a)(viii1.6(a)(viii) hereof and, if so directed by the Company, deliver to the Company Company, at the Company's expense, all copies, other than permanent file copies, then in such seller’s 's possession of the prospectus current at the time of receipt of such notice relating to such Registrable Securities. In the event the Company shall give such notice, the one hundred eighty any applicable sixty (180)-day 60) day period during which such registration statement must remain effective pursuant to this Agreement shall be extended by the number of days during the period from the date of giving of a notice regarding the happening of an event of the kind described in Section 2.6(a)(viii1.6(a)(viii) hereof to the date when all such sellers shall receive such a supplemented or amended prospectus and such prospectus shall have been filed with the Commission.

Appears in 1 contract

Samples: Registration Rights Agreement (Washington Group International Inc)

Return of Prospectuses. Each seller of Registrable Securities hereunder agrees that upon receipt of any notice from the Company of the happening of any event of the kind described in Section 2.6(a)(viii) hereof2.05(a)(v), such seller shall forthwith discontinue such seller’s disposition of Registrable Securities pursuant to the applicable registration statement and prospectus relating thereto until such seller’s receipt of the copies of the supplemented or amended prospectus contemplated by Section 2.6(a)(viii2.05(a)(v) hereof and, if so directed by the Company, deliver to the Company all copies, other than permanent file copies, then in such seller’s possession of the prospectus current at the time of receipt of such notice relating to such Registrable Securities. In the event the Company shall give such notice, the one hundred and eighty (180)-day 180) day period during which such registration statement must remain effective pursuant to Section 2.05(a)(i) of this Agreement (or such shorter period as permitted by Section 2.05(a)(i)) shall be extended by the number of days during the period from the date of giving of a notice regarding the happening of an event of the kind described in Section 2.6(a)(viii2.05(a)(v) hereof to the date when all such sellers shall receive such a supplemented or amended prospectus and such prospectus shall have been filed with the Commission.

Appears in 1 contract

Samples: Registration Rights Agreement (Dave & Buster's Holdings, Inc.)

Return of Prospectuses. Each seller of Registrable Securities hereunder agrees that upon receipt of any notice from the Company of the happening of any event of the kind described in Section 2.6(a)(viii) hereof5.04(a)(iv), such seller shall forthwith discontinue such seller’s 's disposition of Registrable Securities pursuant to the applicable registration statement and prospectus relating thereto until such seller’s 's receipt of the copies of the supplemented or amended prospectus contemplated by Section 2.6(a)(viii5.04(a)(iv) hereof and, if so directed by the Company, deliver to the Company all copies, other than permanent file copies, then in such seller’s 's possession of the prospectus current at the time of receipt of such notice relating to such Registrable Securities. In the event the Company shall give such notice, the one hundred and eighty (180)-day 180) day period during which such registration statement must remain effective pursuant to Section 5.4(a)(i) of this Agreement (or such shorter period as permitted by Section 5.04(a)(i)) shall be extended by the number of days during the period from the date of giving of a notice regarding the happening of an event of the kind described in Section 2.6(a)(viii5.04(a)(v) hereof to the date when all such sellers shall receive such a supplemented or amended prospectus and such prospectus shall have been filed with the Commission.

Appears in 1 contract

Samples: Stock Purchase Agreement (Builders FirstSource, Inc.)

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Return of Prospectuses. Each seller of Registrable Securities hereunder hereun der agrees that upon receipt of any notice from the Company of the happening of any event of the kind described in Section 2.6(a)(viii) hereof5.5(a)(viii), such seller shall forthwith discontinue discon tinue such seller’s 's disposition of Registrable Securities pursuant to the applicable registration statement and prospectus relating thereto until such seller’s 's receipt of the copies of the supplemented or amended prospectus contemplated by Section 2.6(a)(viii5.5(a)(viii) hereof and, if so directed by the Company, deliver to the Company all copies, other than permanent file copies, then in such seller’s 's possession of the prospectus current at the time of receipt of such notice relating to such Registrable Securities. In the event the Company shall give such notice, the one hundred eighty ninety (180)-day 90)-day period during which such registration statement must remain effective pursuant to this Agreement shall be extended by the number of days during the period from the date of giving of a notice regarding the happening of an event of the kind described in Section 2.6(a)(viii5.5(a)(viii) hereof to the date when all such sellers shall receive such a supplemented or amended prospectus and such prospectus shall have been filed with the CommissionSEC.

Appears in 1 contract

Samples: Stockholder Agreement (Relational Investors LLC)

Return of Prospectuses. Each seller of Registrable Securities hereunder agrees that upon receipt of any notice from the Company Offeror of the happening of any event of the kind described in Section 2.6(a)(viii9.4(a)(viii) hereof, such seller shall forthwith discontinue such seller’s disposition of Registrable Securities pursuant to the applicable registration statement and prospectus relating thereto until such seller’s receipt of the copies of the supplemented or amended prospectus contemplated by Section 2.6(a)(viii9.4(a)(viii) hereof and, if so directed by the CompanyCompany Offeror, deliver to the Company Offeror all copies, other than permanent file copies, then in such seller’s possession of the prospectus current at the time of receipt of such notice relating to such Registrable Securities. In the event the Company Offeror shall give such notice, the one hundred eighty (180)-day period during which such registration statement must remain effective pursuant to this Agreement shall be extended by the number of days during the period from the date of giving of a notice regarding the happening of an event of the kind described in Section 2.6(a)(viii9.4(a)(viii) hereof to the date when all such sellers shall receive such a supplemented or amended prospectus and such prospectus shall have been filed with the Commission.

Appears in 1 contract

Samples: Agreement and Plan of Merger (JGWPT Holdings Inc.)

Return of Prospectuses. Each seller of Registrable Securities hereunder Holder agrees that upon receipt of any notice from the Company of the happening of any event of the kind described in Section 2.6(a)(viii) hereof5.02(a)(x)(A), such seller Holder shall forthwith (i) discontinue such sellerHolder’s disposition of Registrable Securities pursuant to the applicable registration statement Registration Statement and prospectus Prospectus relating thereto until (A) such sellerHolder’s receipt of the copies of the supplemented or amended prospectus Prospectus contemplated by Section 2.6(a)(viii5.02(a)(x) hereof andor (B) such supplemented or amended Prospectus has been filed with the Commission, and (ii) if so directed by the Company, deliver to the Company Company, at the Company’s expense, all copies, other than permanent file copies, then in such sellerHolder’s possession of the prospectus current Prospectus covering Registrable Securities at the time of receipt of such notice relating to such Registrable Securitiesnotice. In the event the Company shall give gives such notice, the one hundred eighty (180)-day any applicable period during which such registration statement the applicable Registration Statement must remain effective pursuant to this Agreement shall be extended by the number of days during the period from the date of giving of a such notice regarding the happening of an event of the kind described in Section 2.6(a)(viii) hereof to the date when all such sellers Holders shall receive such a supplemented or amended prospectus and Prospectus or such prospectus Prospectus shall have been filed with the Commission.

Appears in 1 contract

Samples: Investment Agreement (Dow Chemical Co /De/)

Return of Prospectuses. Each seller of Registrable Securities hereunder agrees that upon receipt of any notice from the Company of the happening of any event of the kind described in Section 2.6(a)(viii) hereof2.06(a)(viii), such seller shall forthwith discontinue such seller’s 's disposition of Registrable Securities pursuant to the applicable registration statement and prospectus relating thereto until such seller’s 's receipt of the copies of the supplemented or amended prospectus contemplated by Section 2.6(a)(viii2.06(a)(viii) hereof and, if so directed by the Company, deliver to the Company all copies, other than permanent file copies, then in such seller’s 's possession of the prospectus current at the time of receipt of such notice relating to such Registrable Securities. In the event the Company shall give such notice, the one hundred eighty ninety (180)-day 90)-day period during which such registration statement must remain effective pursuant to this Agreement shall be extended by the number of days during the period from the date of giving of a notice regarding the happening of an event of the kind described in Section 2.6(a)(viii2.06(a)(viii) hereof to the date when all such sellers shall receive such a supplemented or amended prospectus and such prospectus shall have been filed with the Commission.

Appears in 1 contract

Samples: Registration Rights Agreement (County Seat Stores Inc)

Return of Prospectuses. Each seller of Registrable Securities hereunder agrees that upon receipt of any notice from the Company of the happening of any event of the kind described in Section 2.6(a)(viii) hereof5.05(a)(viii), such seller shall forthwith discontinue such seller’s 's disposition of Registrable Securities pursuant to the applicable registration statement and prospectus relating thereto until such seller’s 's receipt of the copies of the supplemented or amended prospectus contemplated by Section 2.6(a)(viii5.05(a)(viii) hereof and, if so directed by the Company, deliver to the Company all copies, other than permanent file copies, then in such seller’s 's possession of the prospectus current at the time of receipt of such notice relating to such Registrable Securities. In the event the Company shall give such notice, the one hundred eighty ninety (180)-day 90)day period during which such registration statement must remain effective pursuant to this Agreement shall be extended by the number of days during the period from the date of giving of a notice regarding the happening of an event of the kind described in Section 2.6(a)(viii5.05(a)(viii) hereof to the date when all such sellers shall receive such a supplemented or amended prospectus and such prospectus shall have been filed with the Commission.

Appears in 1 contract

Samples: Stockholders' Agreement (Nomura Holding America Inc Et Al)

Return of Prospectuses. Each seller of Registrable Securities hereunder agrees that upon receipt of any notice from the Company of the happening of any event of the kind described in Section 2.6(a)(viii) hereof4.05(a)(v), such seller shall forthwith discontinue such seller’s 's disposition of Registrable Securities pursuant to the applicable registration statement and prospectus relating thereto until such seller’s 's receipt of the copies of the supplemented or amended prospectus contemplated by Section 2.6(a)(viii4.05(a)(v) hereof and, if so directed by the Company, deliver to the Company all copies, other than permanent file copies, then in such seller’s 's possession of the prospectus current at the time of receipt of such notice relating to such Registrable Securities. In the event the Company shall give such notice, the one hundred and eighty (180)-day 180) day period during which such registration statement must remain effective pursuant to Section 4.05(a)(i) of this Agreement (or such shorter period as permitted by Section 4.05(a)(i)) shall be extended by the number of days during the period from the date of giving of a notice regarding the happening of an event of the kind described in Section 2.6(a)(viii4.05(a)(v) hereof to the date when all such sellers shall receive such a supplemented or amended prospectus and such prospectus shall have been filed with the Commission.

Appears in 1 contract

Samples: Stockholders Agreement (Builders FirstSource, Inc.)

Return of Prospectuses. Each seller of Registrable Securities hereunder agrees that upon receipt of any notice from the Company of the happening of any event of the kind described in Section 2.6(a)(viii) hereof4.05(a)(v), such seller shall forthwith discontinue such seller’s disposition of Registrable Securities pursuant to the applicable registration statement and prospectus relating thereto until such seller’s receipt of the copies of the supplemented or amended prospectus contemplated by Section 2.6(a)(viii4.05(a)(v) hereof and, if so directed by the Company, deliver to the Company all copies, other than permanent file copies, then in such seller’s possession of the prospectus current at the time of receipt of such notice relating to such Registrable Securities. In the event the Company shall give such notice, the one hundred and eighty (180)-day 180) day period during which such registration statement must remain effective pursuant to Section 4.05(a)(i) of this Agreement (or such shorter period as permitted by Section 4.05(a)(i)) shall be extended by the number of days during the period from the date of giving of a notice regarding the happening of an event of the kind described in Section 2.6(a)(viii4.05(a)(v) hereof to the date when all such sellers shall receive such a supplemented or amended prospectus and such prospectus shall have been filed with the Commission.

Appears in 1 contract

Samples: Stockholders Agreement (Builders FirstSource, Inc.)

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