Common use of Suspension of Dispositions Clause in Contracts

Suspension of Dispositions. Each Holder agrees by acquisition of any Registrable Shares that, upon receipt of any notice (a "Suspension Notice") from BIPC of the happening of any event of the kind described in Section 2.4(f)(iii) such Holder will forthwith discontinue disposition of Registrable Shares until such Holder's receipt of the copies of the supplemented or amended Registration Statement or Prospectus, as applicable, or until it is advised in writing (the "Advice") by BIPC that the use of the Registration Statement or Prospectus, as applicable, may be resumed, and has received copies of any additional or supplemental filings which are incorporated by reference in the Registration Statement or Prospectus, as applicable, and, if so directed by BIPC, such Holder will deliver to BIPC all copies, other than permanent file copies then in such Holder's possession, of the Registration Statement or Prospectus, as applicable, covering such Registrable Shares current at the time of receipt of such notice. In the event BIPC shall give any such notice, the time period regarding the effectiveness of Registration Statements or Prospectuses, as applicable, set forth in Sections 2.4(b) and 2.4(c) hereof shall be extended by the number of days during the period from and including the date of the giving of the Suspension Notice to and including the date when each seller of Registrable Shares covered by such Registration Statement or Prospectus, as applicable, shall have received the copies of the supplemented or amended Registration Statement or Prospectus, as applicable, or the Advice. BIPC shall use its reasonable best efforts and take such actions as are reasonably necessary to render the Advice as promptly as practicable.

Appears in 2 contracts

Samples: Registration Rights Agreement (Brookfield Infrastructure Partners L.P.), Registration Rights Agreement (Brookfield Infrastructure Corp)

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Suspension of Dispositions. Each Holder agrees by acquisition of any Registrable Shares that, upon receipt of any notice (a "Suspension Notice") from BIPC of the happening of any event of the kind described in Section 2.4(f)(iii) such Holder will forthwith discontinue disposition of Registrable Shares until such Holder's ’s receipt of the copies of the supplemented or amended Registration Statement or Prospectus, as applicable, or until it is advised in writing (the "Advice") by BIPC that the use of the Registration Statement or Prospectus, as applicable, may be resumed, and has received copies of any additional or supplemental filings which are incorporated by reference in the Registration Statement or Prospectus, as applicable, and, if so directed by BIPC, such Holder will deliver to BIPC all copies, other than permanent file copies then in such Holder's ’s possession, of the Registration Statement or Prospectus, as applicable, covering such Registrable Shares current at the time of receipt of such notice. In the event BIPC shall give any such notice, the time period regarding the effectiveness of Registration Statements or Prospectuses, as applicable, set forth in Sections 2.4(b) and 2.4(c) hereof shall be extended by the number of days during the period from and including the date of the giving of the Suspension Notice to and including the date when each seller of Registrable Shares covered by such Registration Statement or Prospectus, as applicable, shall have received the copies of the supplemented or amended Registration Statement or Prospectus, as applicable, or the Advice. BIPC shall use its reasonable best efforts and take such actions as are reasonably necessary to render the Advice as promptly as practicable.

Appears in 2 contracts

Samples: Registration Rights Agreement (Brookfield Infrastructure Partners L.P.), Registration Rights Agreement (Brookfield Infrastructure Partners L.P.)

Suspension of Dispositions. Each Holder agrees by acquisition of any Registrable Shares Units that, upon receipt of any notice (a "Suspension Notice") from BIPC BPY of the happening of any event of the kind described in Section 2.4(f)(iii2.5(f)(iii) such Holder will forthwith discontinue disposition of Registrable Shares Units until such Holder's ’s receipt of the copies of the supplemented or amended Registration Statement or Prospectus, as applicable, or until it is advised in writing (the "Advice") by BIPC BPY that the use of the Registration Statement or Prospectus, as applicable, may be resumed, and has received copies of any additional or supplemental filings which are incorporated by reference in the Registration Statement or Prospectus, as applicable, and, if so directed by BIPCBPY, such Holder will deliver to BIPC BPY all copies, other than permanent file copies then in such Holder's ’s possession, of the Registration Statement or Prospectus, as applicable, covering such Registrable Shares Units current at the time of receipt of such notice. In the event BIPC BPY shall give any such notice, the time period regarding the effectiveness of Registration Statements or Prospectuses, as applicable, set forth in Sections 2.4(b2.5(b) and 2.4(c2.5(c) hereof shall be extended by the number of days during the period from and including the date of the giving of the Suspension Notice to and including the date when each seller of Registrable Shares Units covered by such Registration Statement or Prospectus, as applicable, shall have received the copies of the supplemented or amended Registration Statement or Prospectus, as applicable, or the Advice. BIPC BPY shall use its reasonable best efforts and take such actions as are reasonably necessary to render the Advice as promptly as practicable.

Appears in 2 contracts

Samples: Registration Rights Agreement (Brookfield Property Partners L.P.), Registration Rights Agreement (Brookfield Property Partners L.P.)

Suspension of Dispositions. Each Holder agrees by acquisition of any Registrable Shares Units that, upon receipt of any notice (a "Suspension Notice") from BIPC BBP of the happening of any event of the kind described in Section 2.4(f)(iii2.5(f)(iii) such Holder will forthwith discontinue disposition of Registrable Shares Units until such Holder's ’s receipt of the copies of the supplemented or amended Registration Statement or Prospectus, as applicable, or until it is advised in writing (the "Advice") by BIPC BBP that the use of the Registration Statement or Prospectus, as applicable, may be resumed, and has received copies of any additional or supplemental filings which are incorporated by reference in the Registration Statement or Prospectus, as applicable, and, if so directed by BIPCBBP, such Holder will deliver to BIPC BBP all copies, other than permanent file copies then in such Holder's ’s possession, of the Registration Statement or Prospectus, as applicable, covering such Registrable Shares Units current at the time of receipt of such notice. In the event BIPC BBP shall give any such notice, the time period regarding the effectiveness of Registration Statements or Prospectuses, as applicable, set forth in Sections 2.4(b2.5(b) and 2.4(c2.5(c) hereof shall be extended by the number of days during the period from and including the date of the giving of the Suspension Notice to and including the date when each seller of Registrable Shares Units covered by such Registration Statement or Prospectus, as applicable, shall have received the copies of the supplemented or amended Registration Statement or Prospectus, as applicable, or the Advice. BIPC BBP shall use its reasonable best efforts and take such actions as are reasonably necessary to render the Advice as promptly as practicable.

Appears in 2 contracts

Samples: Registration Rights Agreement (Brookfield Business Partners L.P.), Registration Rights Agreement (Brookfield Business Partners L.P.)

Suspension of Dispositions. Each Holder agrees by acquisition of any Registrable Shares that, upon receipt of any notice (a "Suspension Notice") from BIPC BEPC of the happening of any event of the kind described in Section 2.4(f)(iii) such Holder will forthwith discontinue disposition of Registrable Shares until such Holder's ’s receipt of the copies of the supplemented or amended Registration Statement or Prospectus, as applicable, or until it is advised in writing (the "Advice") by BIPC BEPC that the use of the Registration Statement or Prospectus, as applicable, may be resumed, and has received copies of any additional or supplemental filings which are incorporated by reference in the Registration Statement or Prospectus, as applicable, and, if so directed by BIPCBEPC, such Holder will deliver to BIPC BEPC all copies, other than permanent file copies then in such Holder's ’s possession, of the Registration Statement or Prospectus, as applicable, covering such Registrable Shares current at the time of receipt of such notice. In the event BIPC BEPC shall give any such notice, the time period regarding the effectiveness of Registration Statements or Prospectuses, as applicable, set forth in Sections 2.4(b) and 2.4(c) hereof shall be extended by the number of days during the period from and including the date of the giving of the Suspension Notice to and including the date when each seller of Registrable Shares covered by such Registration Statement or Prospectus, as applicable, shall have received the copies of the supplemented or amended Registration Statement or Prospectus, as applicable, or the Advice. BIPC BEPC shall use its reasonable best efforts and take such actions as are reasonably necessary to render the Advice as promptly as practicable.

Appears in 2 contracts

Samples: Registration Rights Agreement (Brookfield Renewable Corp), Registration Rights Agreement (Brookfield Renewable Partners L.P.)

Suspension of Dispositions. Each Holder agrees by acquisition of any Registrable Shares that, upon receipt of any notice (a "Suspension Notice") from BIPC BEPC of the happening of any event of the kind described in Section 2.4(f)(iii) such Holder will forthwith discontinue disposition of Registrable Shares until such Holder's ’s receipt of the copies of the supplemented or amended Registration Statement or Prospectus, as applicable, or until it is advised in writing (the "Advice") by BIPC BEPC that the use of the Registration Statement or Prospectus, as applicable, may be resumed, and has received copies of any additional or supplemental filings which are incorporated by reference in the Registration Statement or Prospectus, as applicable, and, if so directed by BIPCXXXX, such Holder will deliver to BIPC BEPC all copies, other than permanent file copies then in such Holder's ’s possession, of the Registration Statement or Prospectus, as applicable, covering such Registrable Shares current at the time of receipt of such notice. In the event BIPC BEPC shall give any such notice, the time period regarding the effectiveness of Registration Statements or Prospectuses, as applicable, set forth in Sections 2.4(b) and 2.4(c) hereof shall be extended by the number of days during the period from and including the date of the giving of the Suspension Notice to and including the date when each seller of Registrable Shares covered by such Registration Statement or Prospectus, as applicable, shall have received the copies of the supplemented or amended Registration Statement or Prospectus, as applicable, or the Advice. BIPC BEPC shall use its reasonable best efforts and take such actions as are reasonably necessary to render the Advice as promptly as practicable.

Appears in 1 contract

Samples: Registration Rights Agreement (Brookfield Renewable Partners L.P.)

Suspension of Dispositions. (a) Each Holder agrees by acquisition of any Registrable Shares Securities that, upon receipt of any notice (a "Suspension Notice") from BIPC the Partnership of the happening occurrence of any event of the kind described in Section 2.4(f)(iii2.1(g), Section 2.4(n) or Section 2.4(s), such Holder will forthwith discontinue disposition of Registrable Shares Securities pursuant to the Registration Statement until such Holder's ’s receipt of the copies of the supplemented or amended Registration Statement or Prospectus, as applicable, or until it is advised in writing (the "Advice") by BIPC the Partnership that the use of the Registration Statement or Prospectus, as applicable, Prospectus may be resumed, and has received copies of any additional or supplemental filings which are incorporated by reference in the Registration Statement or Prospectus, as applicable, and, if so directed by BIPC, such Holder will deliver . The Partnership shall extend the period of time during which the Partnership is required to BIPC all copies, other than permanent file copies then in such Holder's possession, of maintain the Registration Statement or Prospectus, as applicable, covering such Registrable Shares current at the time of receipt of such notice. In the event BIPC shall give any such notice, the time period regarding the effectiveness of Registration Statements or Prospectuses, as applicable, set forth in Sections 2.4(b) and 2.4(c) hereof shall be extended effective pursuant to this Agreement by the number of days during the period from and including the date of the giving of the such Suspension Notice to and including the date when each seller of Registrable Shares covered by such Registration Statement or Prospectus, as applicable, shall have received the copies of Holder either receives the supplemented or amended Registration Statement Prospectus or Prospectus, as applicable, or receives the Advice. BIPC If so directed by the Partnership, such Holder will deliver to the Partnership all copies, other than permanent file copies then in such Holder’s possession, of the Prospectus covering such Registrable Securities current at the time of receipt of such notice. The Partnership shall use its reasonable best efforts and take such actions as are reasonably necessary to render the Advice as promptly as practicable. Any Underwritten Shelf Takedown which is suspended because of a Suspension Notice shall not be deemed to be a Demand Request for purposes of Section 2.1(c) unless and until a suspension pursuant to this Section 2.5 is concluded and such Underwritten Shelf Takedown is completed.

Appears in 1 contract

Samples: Registration Rights Agreement (Kimbell Royalty Partners, LP)

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Suspension of Dispositions. (a) Each Holder agrees by acquisition of any Registrable Shares Securities that, upon receipt of any notice (a "Suspension Notice") from BIPC the Partnership of the happening occurrence of any event of the kind described in Section 2.4(f)(iii2.1(g), Section 2.4(n) or Section 2.4(s), such Holder will forthwith discontinue disposition of Registrable Shares Securities pursuant to the Registration Statement until such Holder's ’s receipt of the copies of the supplemented or amended Registration Statement or Prospectus, as applicable, or until it is advised in writing (the "Advice") by BIPC the Partnership that the use of the Registration Statement or Prospectus, as applicable, Prospectus may be resumed, and has received copies of any additional or supplemental filings which are incorporated by reference in the Registration Statement or Prospectus, as applicable, and, if so directed by BIPC, such Holder will deliver . The Partnership shall extend the period of time during which the Partnership is required to BIPC all copies, other than permanent file copies then in such Holder's possession, of maintain the Registration Statement or Prospectus, as applicable, covering such Registrable Shares current at the time of receipt of such notice. In the event BIPC shall give any such notice, the time period regarding the effectiveness of Registration Statements or Prospectuses, as applicable, set forth in Sections 2.4(b) and 2.4(c) hereof shall be extended effective pursuant to this Agreement by the number of days during the period from and including the date of the giving of the such Suspension Notice to and including the date when each seller of Registrable Shares covered by such Registration Statement or Prospectus, as applicable, shall have received the copies of Holder either receives the supplemented or amended Registration Statement Prospectus or Prospectus, as applicable, or receives the Advice. BIPC If so directed by the Partnership, such Holder will deliver to the Partnership all copies, other than permanent file copies then in such Holder’s possession, of the Prospectus covering such Registrable Securities current at the time of receipt of such notice. The Partnership shall use its reasonable best efforts and take such actions as are reasonably necessary to render the Advice as promptly as practicable. Any Underwritten Shelf Takedown which is suspended because of a Suspension Notice shall not be deemed to be a Demand Request for purposes of Section 2.1(c) unless and until a suspension pursuant to this Section 2.5 is concluded and such Underwritten Shelf Offering is completed.

Appears in 1 contract

Samples: Registration Rights Agreement (Kimbell Royalty Partners, LP)

Suspension of Dispositions. Each Holder agrees by acquisition of any Registrable Shares Units that, upon receipt of any notice (a "Suspension Notice") from BIPC BPY of the happening of any event of the kind described in Section 2.4(f)(iii) such Holder will forthwith discontinue disposition of Registrable Shares Units until such Holder's ’s receipt of the copies of the supplemented or amended Registration Statement or Prospectus, as applicable, or until it is advised in writing (the "Advice") by BIPC BPY that the use of the Registration Statement or Prospectus, as applicable, may be resumed, and has received copies of any additional or supplemental filings which are incorporated by reference in the Registration Statement or Prospectus, as applicable, and, if so directed by BIPCBPY, such Holder will deliver to BIPC BPY all copies, other than permanent file copies then in such Holder's ’s possession, of the Registration Statement or Prospectus, as applicable, covering such Registrable Shares Units current at the time of receipt of such notice. In the event BIPC BPY shall give any such notice, the time period regarding the effectiveness of Registration Statements or Prospectuses, as applicable, set forth in Sections 2.4(b) and 2.4(c) hereof shall be extended by the number of days during the period from and including the date of the giving of the Suspension Notice to and including the date when each seller of Registrable Shares Units covered by such Registration Statement or Prospectus, as applicable, shall have received the copies of the supplemented or amended Registration Statement or Prospectus, as applicable, or the Advice. BIPC BPY shall use its reasonable best efforts and take such actions as are reasonably necessary to render the Advice as promptly as practicable.

Appears in 1 contract

Samples: Investor Agreement (Brookfield Property Partners L.P.)

Suspension of Dispositions. Each Holder agrees by acquisition of any Registrable Shares that, upon receipt of any notice (a "Suspension Notice") from BIPC the Company (i) of the happening of any event of the kind described in Section 2.4(f)(iii2.3.1(v)(B) or (C) or Section 2.3.1(xi)(B); or (ii) that if the filing of a registration statement or the initial or continued effectiveness thereof would require the Company to disclose a material financing, acquisition or other corporate transaction, which disclosure the Board of Directors of the Company shall have determined in good faith is not in the best interests of the Company and its stockholders (provided that the period set forth in Section 2.1.2 shall be extended by the number of days of any such suspension pursuant to this Section 2.4); such Holder will forthwith discontinue disposition of Registrable Shares until such Holder's ’s receipt of the copies of the supplemented or amended Registration Statement or Prospectus, as applicableprospectus, or until it is advised in writing (the "Advice") by BIPC the Company that the use of the Registration Statement or Prospectus, as applicable, prospectus may be resumed, and has received copies of any additional or supplemental filings which are incorporated by reference in the Registration Statement or Prospectus, as applicableprospectus, and, if so directed by BIPCthe Company, such Holder will deliver to BIPC the Company all copies, other than permanent file copies then in such Holder's ’s possession, of the Registration Statement or Prospectus, as applicable, prospectus covering such Registrable Shares current at the time of receipt of such notice; provided that, with respect to clause (ii) above, such periods shall in no event continue, in the aggregate, for more than 120 days in any twelve month period. In the event BIPC the Company shall give any such notice, the time period regarding the effectiveness of Registration Statements or Prospectuses, as applicable, registration statements set forth in Sections 2.4(b) and 2.4(cSection 2.3(ii) hereof shall be extended by the number of days during the period from and including the date of the giving of the Suspension Notice to and including the date when each seller Holder of Registrable Shares covered by such Registration Statement or Prospectus, as applicable, registration statement shall have received the copies of the supplemented or amended Registration Statement or Prospectus, as applicable, prospectus or the Advice. BIPC The Company shall use its commercially reasonable best efforts and take such actions as are reasonably necessary to render the Advice as promptly as practicable. Notwithstanding the foregoing, with respect to the Shelf Registration Statement the Company may suspend use of such Shelf Registration Statement during any period if each of the Company and the holders of two-thirds of the Registrable Shares covered by such registration statement consent in writing to such suspension for such period.

Appears in 1 contract

Samples: Registration Rights Agreement (Danielson Holding Corp)

Suspension of Dispositions. Each Holder agrees by acquisition of any Registrable Shares Units that, upon receipt of any notice (a "Suspension Notice") from BIPC BREP of the happening of any event of the kind described in Section 2.4(f)(iii2.5(vi)(C) such Holder will forthwith discontinue disposition of Registrable Shares Units until such Holder's ’s receipt of the copies of the supplemented or amended Registration Statement or Prospectus, as applicableprospectus, or until it is advised in writing (the "Advice") by BIPC BREP that the use of the Registration Statement or Prospectus, as applicable, may be resumed, and has received copies of any additional or supplemental filings which are incorporated by reference in the Registration Statement or Prospectus, as applicable, and, if so directed by BIPCBREP, such Holder will deliver to BIPC BREP all copies, other than permanent file copies then in such Holder's ’s possession, of the Registration Statement or Prospectus, as applicable, covering such Registrable Shares Units current at the time of receipt of such notice. In the event BIPC BREP shall give any such notice, the time period regarding the effectiveness of Registration Statements or Prospectuses, as applicable, set forth in Sections 2.4(b2.5(ii) and 2.4(c2.5(iii) hereof shall be extended by the number of days during the period from and including the date of the giving of the Suspension Notice to and including the date when each seller of Registrable Shares Units covered by such Registration Statement or Prospectus, as applicable, shall have received the copies of the supplemented or amended Registration Statement or Prospectus, as applicable, prospectus or the Advice. BIPC BREP shall use its commercially reasonable best efforts and take such actions as are reasonably necessary to render the Advice as promptly as practicable.

Appears in 1 contract

Samples: Registration Rights Agreement (Brookfield Renewable Energy Partners L.P.)

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