Common use of Suspension of Prospectus Clause in Contracts

Suspension of Prospectus. (a) Notwithstanding anything else in this Section 2, if, at any time during which a Prospectus is required to be delivered in connection with the sale of Registrable Securities, the Board of Directors of Pinnacle reasonably determines in good faith that a development has occurred or a condition exists as a result of which the Registration Statement or the Prospectus contains or incorporates by reference a material misstatement or omission, the correction of which would require the premature disclosure of confidential information that would, in the good faith determination of the Board of Directors, materially and adversely affect Pinnacle, Pinnacle will immediately notify the Holders thereof by telephone and in writing. Upon receipt of such notification, Holders will immediately suspend all offers and sales of any Registrable Securities pursuant to the Registration Statement for a period not to exceed 45 days with respect to each of the Registration Statements Pinnacle is obligated to file pursuant to the terms of this Agreement. Pinnacle may not exercise this delay right more than twice in any 12-month period with respect to each of the Registration Statements Pinnacle is obligated to file pursuant to the terms of this Agreement. In the event of the delivery of the notice described above by Pinnacle, Pinnacle shall use its best efforts to amend such Registration Statement and/or amend or supplement the related prospectus if necessary and to take all other actions necessary to allow the proposed sale to take place as promptly as possible, subject, however, to the right of Pinnacle set forth above in this Section 2.4(a) to delay further sales of Registrable Securities until the conditions or circumstances referred to in the notice have ceased to exist or have been disclosed. (b) In the event that conditions described in Section 2.4(a) arise prior to the filing or effectiveness of a Registration Statement required pursuant to this Agreement and such conditions would have entitled Pinnacle to suspend offers and sales under such Registration Statement had the conditions arisen after filing and effectiveness of such Registration Statement, Pinnacle may, upon giving of the notice required by Section 2.4(a), delay the filing of or cause a delay in the declaration of effectiveness of such Registration Statement. Any such delay caused by Pinnacle under this Section 2.4(b) shall be treated as a suspension of sales under such Registration Statement for purposes of applying the limitations on Pinnacle's exercise of the delay right provided in Section 2.4(a).

Suspension of Prospectus. (a) Notwithstanding anything else in this Under any registration statement filed ------------------------ pursuant to Section 22 hereof, if, at any time during which a Prospectus is required to be delivered in connection with the sale Parent may restrict disposition of Registrable Securities, and a Holder will not be able to dispose of such Registrable Securities, if Parent shall have delivered a notice in writing to such Holder stating that a delay in the Board disposition of Directors of Pinnacle reasonably determines such Registrable Securities is necessary because Parent, in its reasonable judgment, has determined in good faith that a development has occurred or a condition exists as a result of which the Registration Statement or the Prospectus contains or incorporates by reference a material misstatement or omission, the correction of which such sales would require the premature public disclosure by Parent of material nonpublic information that is not included in such registration statement and that immediate disclosure of confidential such information that would, in the good faith determination of the Board of Directors, materially and adversely affect Pinnacle, Pinnacle will immediately notify the Holders thereof by telephone and in writing. Upon receipt of such notification, Holders will immediately suspend all offers and sales of any Registrable Securities pursuant would be seriously detrimental to the Registration Statement for a period not to exceed 45 days with respect to each of the Registration Statements Pinnacle is obligated to file pursuant to the terms of this Agreement. Pinnacle may not exercise this delay right more than twice in any 12-month period with respect to each of the Registration Statements Pinnacle is obligated to file pursuant to the terms of this AgreementCompany. In the event of the delivery of the notice described above by PinnacleParent, Pinnacle Parent shall use its best efforts to amend such Registration Statement registration statement and/or amend or supplement the related prospectus if necessary and to take all other actions necessary to allow the proposed sale to take place as promptly as possible, subject, however, to the right of Pinnacle set forth above in this Section 2.4(a) Parent to delay further sales of Registrable Securities until the conditions or circumstances referred to in the notice have ceased to exist or have been disclosed. . Such right to delay sales of Registrable Securities shall not exceed 75 days in the aggregate and no longer than 30 days as to any single delay (b) In any such period of delay herein referred to as a "blackout period"); after the registration statement is declared effective, no blackout period may be imposed during the 15-day period following the date of effectiveness or the termination date of the last blackout period; and in the event that conditions described in of any delay by Parent of sales of Registrable Securities as permitted by this Section 2.4(a) arise prior to the filing or effectiveness of 4, there shall be a Registration Statement required pursuant to this Agreement and such conditions would have entitled Pinnacle to suspend offers and sales under such Registration Statement had the conditions arisen after filing and effectiveness of such Registration Statement, Pinnacle may, upon giving corresponding day for day extension of the notice required by Section 2.4(a), delay the filing of or cause a delay 180-day period set forth in clause (B) in the declaration first sentence of effectiveness of such Registration Statement. Any such delay caused by Pinnacle under this Section 2.4(b2(b) shall be treated as a suspension of sales under such Registration Statement for purposes of applying the limitations on Pinnacle's exercise of the delay right provided in Section 2.4(a)above.

Suspension of Prospectus. (a) Notwithstanding anything else in this Under any registration statement filed ------------------------ pursuant to Section 22 hereof, if, at any time during which a Prospectus is required to be delivered in connection with the sale Parent may restrict disposition of Registrable Securities, and a Holder will not be able to dispose of such Registrable Securities, if Parent shall have delivered a notice in writing to such Holder stating that a delay in the Board disposition of Directors such Registrable Securities is necessary because Parent, in its reasonable judgment, based on the advice of Pinnacle reasonably determines counsel, has determined in good faith that a development has occurred or a condition exists as a result of which the Registration Statement or the Prospectus contains or incorporates by reference a material misstatement or omission, the correction of which such sales would require the premature public disclosure by Parent of material nonpublic information that is not included in such registration statement and that immediate disclosure of confidential such information that would, in the good faith determination of the Board of Directors, materially and adversely affect Pinnacle, Pinnacle will immediately notify the Holders thereof by telephone and in writing. Upon receipt of such notification, Holders will immediately suspend all offers and sales of any Registrable Securities pursuant would be seriously detrimental to the Registration Statement for a period not to exceed 45 days with respect to each of the Registration Statements Pinnacle is obligated to file pursuant to the terms of this Agreement. Pinnacle may not exercise this delay right more than twice in any 12-month period with respect to each of the Registration Statements Pinnacle is obligated to file pursuant to the terms of this AgreementCompany. In the event of the delivery of the notice described above by PinnacleParent, Pinnacle Parent shall use its best efforts to amend such Registration Statement registration statement and/or amend or supplement the related prospectus if necessary and to take all other actions necessary to allow the proposed sale to take place as promptly as possible, subject, however, to the right of Pinnacle set forth above in this Section 2.4(a) Parent to delay further sales of Registrable Securities until the conditions or circumstances referred to in the notice have ceased to exist or have been disclosed. . Such right to delay sales of Registrable Securities shall not exceed 75 days in the aggregate and no longer than 30 days as to any single delay (b) In any such period of delay herein referred to as a "blackout period"); after the registration statement is declared effective, no blackout period may be imposed during the 15-day period following the date of effectiveness or the termination date of the last blackout period; and in the event that conditions described of any delay by Parent of sales of Registrable Securities as permitted by this Section 4, there shall be a corresponding day for day extension of the 270-day period set forth in clause (B) in the first sentence of Section 2.4(a2(b) arise prior above. In addition, each Holder who becomes an employee of Parent shall be subject, for so long as such Holder remains employed with Parent, to the filing or effectiveness trading restrictions related to the release of a Registration Statement required pursuant to this Agreement and such conditions would have entitled Pinnacle to suspend offers and sales under such Registration Statement had the conditions arisen after filing and effectiveness quarterly results of such Registration Statement, Pinnacle may, upon giving of the notice required by Section 2.4(a), delay the filing of or cause a delay operations in the declaration same manner as other employees of effectiveness of such Registration Statement. Any such delay caused by Pinnacle under this Section 2.4(b) shall be treated as a suspension of sales under such Registration Statement for purposes of applying the limitations on Pinnacle's exercise of the delay right provided in Section 2.4(a)Parent.

Suspension of Prospectus. (a) Notwithstanding anything else in this Under any registration statement filed pursuant to Section 210.2 hereof, if, at any time during which a Prospectus is required to be delivered in connection with the sale Parent may restrict disposition of Registrable Securities, and a Resale Holder will not be able to dispose of such Registrable Securities, if Parent shall have delivered a notice in writing to such Resale Holder stating that a delay in the Board disposition of Directors of Pinnacle reasonably determines such Registrable Securities is necessary because Parent, in its reasonable judgment, has determined in good faith that a development has occurred or a condition exists as a result of which the Registration Statement or the Prospectus contains or incorporates by reference a material misstatement or omission, the correction of which such sales would require the premature public disclosure by Parent of material nonpublic information that is not included in such registration statement and that immediate disclosure of confidential such information that would, in the good faith determination of the Board of Directors, materially and adversely affect Pinnacle, Pinnacle will immediately notify the Holders thereof by telephone and in writing. Upon receipt of such notification, Holders will immediately suspend all offers and sales of any Registrable Securities pursuant would be seriously detrimental to the Registration Statement for a period not to exceed 45 days with respect to each of the Registration Statements Pinnacle is obligated to file pursuant to the terms of this Agreement. Pinnacle may not exercise this delay right more than twice in any 12-month period with respect to each of the Registration Statements Pinnacle is obligated to file pursuant to the terms of this AgreementParent. In the event of the delivery of the notice described above by PinnacleParent, Pinnacle Parent shall use its reasonable best efforts to amend such Registration Statement registration statement and/or amend or supplement the related prospectus if necessary and to take all other actions necessary to allow the proposed sale to take place as promptly as possible, subject, however, to the right of Pinnacle set forth above in this Section 2.4(a) Parent to delay further sales of Registrable Securities until the conditions or circumstances referred to in the notice have ceased to exist or have been disclosed. . Such right to delay sales of Registrable Securities shall not exceed 75 days in the aggregate and no longer than 30 days as to any single delay (b) any such period of delay herein referred to as a "blackout period"); after the registration statement is declared effective, no blackout period may be imposed during the 15-day period following the date of effectiveness or the termination date of the last blackout period. In the event that conditions described in Section 2.4(a) arise prior addition, each Resale Holder who becomes an employee of Parent shall be subject to the filing or effectiveness trading restrictions related to the release of a Registration Statement required pursuant to this Agreement and such conditions would have entitled Pinnacle to suspend offers and sales under such Registration Statement had the conditions arisen after filing and effectiveness quarterly results of such Registration Statement, Pinnacle may, upon giving of the notice required by Section 2.4(a), delay the filing of or cause a delay operations in the declaration same manner as other employees of effectiveness of such Registration Statement. Any such delay caused by Pinnacle under this Section 2.4(b) shall be treated as a suspension of sales under such Registration Statement for purposes of applying the limitations on Pinnacle's exercise of the delay right provided in Section 2.4(a)Parent.

Suspension of Prospectus. (a) Notwithstanding anything else in Under any registration statement filed pursuant to this Section 2Rights Agreement, if, at any time during which a Prospectus is required to be delivered in connection with the sale Parent may restrict disposition of Registrable Securities, the Board and a Holder will not be able to dispose of Directors of Pinnacle reasonably determines such Registrable Securities, if Parent shall have delivered a notice in good faith writing to such Holder stating that a development delay in the disposition of such Registrable Securities is necessary because Parent, in its reasonable judgment, has occurred or a condition exists as a result of which the Registration Statement or the Prospectus contains or incorporates by reference a material misstatement or omission, the correction of which determined that such sales would require the premature public disclosure by Parent of confidential material non-public information that would, is not included in the good faith determination of the Board of Directors, materially and adversely affect Pinnacle, Pinnacle will immediately notify the Holders thereof by telephone and in writing. Upon receipt of such notification, Holders will immediately suspend all offers and sales of any Registrable Securities pursuant to the Registration Statement for a period not to exceed 45 days with respect to each of the Registration Statements Pinnacle is obligated to file pursuant to the terms of this Agreement. Pinnacle may not exercise this delay right more than twice in any 12-month period with respect to each of the Registration Statements Pinnacle is obligated to file pursuant to the terms of this Agreementregistration statement. In the event of the delivery of the notice described above by PinnacleParent in the case of a registration statement filed pursuant to Section 2, Pinnacle Parent shall use its best efforts to amend such Registration Statement registration statement and/or amend or supplement the related prospectus if necessary and to take all other actions necessary to allow the proposed sale to take place as promptly as possible, subject, however, to the right of Pinnacle set forth above in this Section 2.4(a) Parent to delay further sales of Registrable Securities until the conditions or circumstances referred to in the notice have ceased to exist or have been disclosed. Such right to delay sales shall not exceed 20 trading days in the aggregate (in addition to the periods under which Parent may restrict sales pursuant to Section 3(b) below). (b) In the event that conditions described in Section 2.4(a) arise prior addition to the filing restrictions on disposition set forth in subparagraph (a) above, no Holder shall be permitted to dispose of any Registrable Securities pursuant to the registration statement during the following periods: (i) the period beginning March 15, 1999 and ending on the second day after Parent's public announcement of its results of operations for the second quarter of Parent's fiscal 1999 reporting year; (ii) the period beginning June 15, 1999 and ending on the second day after Parent's public announcement of its results of operations for the third quarter of Parent's fiscal 1999 reporting year; and (iii) the period beginning September 15, 1999 and ending on the second day after Parent's public announcement of its results of operations for the fourth quarter of Parent's fiscal 1999 reporting year or effectiveness the first anniversary of the Effective Time, whichever occurs first. The limitations of this Section 3(b) shall not apply to dispositions by a Holder in compliance with all applicable securities laws to any affiliate or constituent partner, including any limited partner, of a Registration Statement required pursuant to this Agreement and such conditions would have entitled Pinnacle to suspend offers and sales under such Registration Statement had the conditions arisen after filing and effectiveness Holder; provided however, that any transfer of such Registration Statement, Pinnacle may, upon giving of the notice required by Section 2.4(a), delay the filing of or cause a delay in the declaration of effectiveness of such Registration Statement. Any such delay caused by Pinnacle rights under this Rights Agreement complies with Section 2.4(b) shall be treated as a suspension of sales under such Registration Statement for purposes of applying the limitations on Pinnacle's exercise of the delay right provided in Section 2.4(a)6 hereof.