Common use of Material Development Clause in Contracts

Material Development. With respect to any requested registration under this Section 2.1, in the event that any of the bookrunning managers notifies the Issuer, Parent and the Stockholders Representative on one or more occasions of any Material Adverse Condition that occurs following the printing of the Preliminary Prospectus, the consummation of such requested offering shall be delayed for a reasonable period determined by such bookrunning managers, such period to expire not later than December 20 of the calendar year in which such registration was requested. The Issuer shall also have the right to delay the filing of a registration statement in accordance with this Section 2.1 upon delivery to the Stockholders Representative of a Material Event Notice for up to the earlier of (i) 60 days and (ii) the public disclosure of the material transaction which necessitated such Material Event Notice (and extend by an equal number of days the final date on which any registration statement is required to be filed under Section 2.1(b)); provided, however, that the Issuer may not delay filing of such registration statement pursuant to this Section 2.1(i) more than twice in any twelve month period.

Appears in 2 contracts

Sources: Business Combination Agreement (Vivendi Universal), Liquidity Rights Agreement (Vivendi Universal)