Suspension of Sales Pending Amendment of Prospectus. Each Holder --------------------------------------------------- agrees that, upon receipt of any notice from the Company of the happening of any event of the kind described in subclause (C), (D), (E) or (F) of clause (iii) of paragraph (a) of this Section 2.2, such Holder will forthwith forego or delay the disposition of any Registrable Securities covered by such Registration Statement or Prospectus until such Holder's receipt of the copies of the supplemented or amended Prospectus contemplated by clause (ix) of such paragraph (a), or until it is advised in writing by the Company that the use of the applicable Prospectus may be resumed, and has received copies of any additional or supplemental filings which are incorporated by reference in such Prospectus, and, if so directed by the Company, such Holder will deliver to the Company (at the Company's expense, except as hereinafter provided in this paragraph (c)) all copies, other than permanent file copies, then in such Holder's possession of any Prospectus covering such Registrable Securities. Each Holder of Registrable Securities agrees that such Holder will, as expeditiously as possible, notify the Company at any time when a Prospectus relating to a Registration Statement covering such Holder's Registrable Securities is required to be delivered under the Securities Act, of the happening of any event of the kind described in subclause (F) of clause (iii) of paragraph (a) of this Section 2.2 as a result of any information provided by such Holder for inclusion in such Prospectus included in such Registration Statement and, at the request of the Company, promptly prepare and furnish to it such information as may be necessary so that, after incorporation into a supplement or amendment of such Prospectus as thereafter delivered to the purchasers of such Registrable Securities, the information provided by such Holder shall not include an untrue statement of a material fact or a misstatement of a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under which they were made, not misleading, and in such event the expenses of delivery to the Company of copies of any Prospectus in such Holder's possession will be at the expense of the Holder giving such notice pursuant to this sentence.
Appears in 2 contracts
Samples: Registration Rights Agreement (Smithfield Foods Inc), Registration Rights Agreement (Smithfield Foods Inc)
Suspension of Sales Pending Amendment of Prospectus. Each Holder --------------------------------------------------- agrees that, upon receipt of any notice from the Company of the happening of any event of the kind described in subclause (C), (D), (E) or (F) of clause (iii) of paragraph (a) of this Section 2.22.3, such Holder will forthwith forego or delay the disposition of any Registrable Securities covered by such Registration Statement or Prospectus until such Holder's receipt of the copies of the supplemented or amended Prospectus contemplated by clause (ix) of such paragraph (a), or until it is advised in writing by the Company that the use of the applicable Prospectus may be resumed, and has received copies of any additional or supplemental filings which are incorporated by reference in such Prospectus, and, if so directed by the Company, such Holder will deliver to the Company (at the Company's expense, except as hereinafter provided in this paragraph (c)) all copies, other than permanent file copies, then in such Holder's possession of any Prospectus covering such Registrable Securities. If the Company shall have given any such notice during a period when a Demand Registration is in effect, the 30-day period described in paragraph (a) of Section 2.1 shall be extended by the number of days from and including the date of the giving of such notice to and including the date when each Holder of Registrable Securities covered by such Registration Statement shall have received the copies of the supplemented or amended Prospectus contemplated by clause (ix) of such paragraph (a) or shall have been advised in writing by the Company that the use of the applicable Prospectus may be resumed. Each Holder of Registrable Securities agrees that such Holder will, as expeditiously as possible, notify the Company at any time when a Prospectus relating to a Registration Statement covering such Holder's Registrable Securities is required to be delivered under the Securities Act, of the happening of any event of the kind described in subclause (F) of clause (iii) of paragraph (a) of this Section 2.2 2.3 as a result of any information provided by such Holder for inclusion in such Prospectus included in such Registration Statement and, at the request of the Company, promptly as expeditiously as possible prepare and furnish to it such information as may be necessary so that, after incorporation into a supplement or amendment of such Prospectus as thereafter delivered to the purchasers of such Registrable Securities, the information provided by such Holder shall not include an untrue statement of a material fact or a misstatement of a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under which they were made, not misleadingmisleading and, and in such event the expenses of delivery to the Company of copies of any Prospectus in such Holder's possession will be at the expense of the Holder giving such notice pursuant to this sentence.
Appears in 1 contract
Samples: Registration Rights Agreement (Smithfield Foods Inc)
Suspension of Sales Pending Amendment of Prospectus. Each Holder --------------------------------------------------- agrees that, upon receipt of any notice from the Company of the happening of any event of the kind described in subclause (C), (D), (E) or (F) of clause (iii) of paragraph (a) of this Section 2.2, such Holder will forthwith forego or delay the disposition of any Registrable Securities covered by such Registration Statement or Prospectus until such Holder's receipt of the copies of the supplemented or amended Prospectus contemplated by clause (ix) of such paragraph (a), or until it is advised in writing by the Company that the use of the applicable Prospectus may be resumed, and has received copies of any additional or supplemental filings which are incorporated by reference in such Prospectus, and, if so directed by the Company, such Holder will deliver to the Company (at the Company's expense, except as hereinafter provided in this paragraph (c)) all copies, other than permanent file copies, then in such Holder's possession of any Prospectus covering such Registrable Securities. Each Holder of Registrable Securities agrees that such Holder will, as expeditiously as possible, notify the Company at any time when a Prospectus relating to a Registration Statement covering such Holder's Registrable Securities is required to be delivered under the Securities Act, of the happening of any event of the kind described in subclause (F) of clause (iii) of paragraph (a) of this Section 2.2 as a result of any information provided by such Holder for inclusion in such Prospectus included in such Registration Statement and, at the request of the Company, promptly prepare and furnish to it such information as may be necessary so that, after incorporation into a supplement or amendment of such Prospectus as thereafter delivered to the purchasers of such Registrable Securities, the information provided by such Holder shall not include an untrue statement of a material fact or a misstatement of a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under which they were made, not misleading, and in such event the expenses of delivery to the Company of copies of any Prospectus in such Holder's possession will be at the expense of the Holder giving such notice pursuant to this sentence.
Appears in 1 contract
Samples: Registration Rights Agreement (Smithfield Foods Inc)
Suspension of Sales Pending Amendment of Prospectus. (i) Each Holder --------------------------------------------------- agrees that, upon receipt of any notice from the Company of the happening of any event of the kind described in subclause (C), (D), (ESection 2.2(a)(iii) or (F) of clause (iii) of paragraph (a) of this Section 2.2if the Company has decided not to proceed with the registration for any reason, such Holder will forthwith shall forego or delay the disposition of any Registrable Securities covered by such Registration Statement or Prospectus until such Holder's receipt of the copies of the supplemented or amended Prospectus contemplated by clause (ix) of such paragraph (a), or until it is advised in writing by the Company that the use of the applicable Prospectus may be resumed, and has received copies of any additional or supplemental filings which are incorporated by reference in such Prospectus, resumed and, if so directed by the Company, such Holder will shall deliver to the Company (at the Company's ’s expense, except as hereinafter provided in this paragraph (c)provided) all copies, other than permanent file copies, then in such Holder's ’s possession of any Prospectus covering such Registrable Securities. .
(ii) Each Holder of Registrable Securities agrees that such Holder willshall, as expeditiously as possible, notify the Company at any time when a Prospectus relating to a Registration Statement covering such Holder's ’s Registrable Securities is required to be delivered under the Securities Act, of the happening of any event which requires changes to be made in the Registration Statement or any related Prospectus so that such Registration Statement or Prospectus shall not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the kind described in subclause (F) of clause (iii) of paragraph (a) of this Section 2.2 statements therein not misleading as a result of any information provided by such Holder for inclusion in such Prospectus included in such Registration Statement and, at the request of the Company, promptly as expeditiously as possible prepare and furnish to it such information as may be necessary so that, after incorporation into a supplement or amendment of such Prospectus as thereafter delivered to the purchasers of such Registrable Securities, the information provided by such Holder shall not include an untrue statement of a material fact or a misstatement of a material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under which they were made, not misleadingmisleading and, and in such event the expenses of delivery to the Company of copies of any Prospectus in such Holder's ’s possession will shall be at the expense of the Holder giving such notice pursuant to this sentence.
Appears in 1 contract
Samples: Registration Rights Agreement (Smithfield Foods Inc)