Additional Covenants and Agreements of the Company. With a view to making available to the Holders the benefits of certain rules and regulations of the SEC which at any time permit the sale of the Registrable Securities to the public without registration, so long as the Holders still own Registrable Securities, the Company shall use its reasonable best efforts to:
(a) make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times;
(b) file with the SEC in a timely manner all reports and other documents required of the Company under the Exchange Act; and
(c) so long as a Holder owns any Registrable Securities, furnish to such Holder, upon any reasonable request, a written statement by the Company as to its compliance with Rule 144 under the Securities Act, and of the Exchange Act, a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as such Holder may reasonably request in availing itself of any rule or regulation of the SEC allowing a Holder to sell any such securities without registration.
Additional Covenants and Agreements of the Company. The Company further covenants and agrees with the Placement Agent as follows:
Additional Covenants and Agreements of the Company. The Company covenants to and agrees with the Placement Agent that, from the date hereof through the Termination Date, it shall:
(a) Notify the Placement Agent as soon as practicable, and confirm such notice promptly in writing: (i) when any event shall have occurred during the period commencing on the date hereof and ending on the later of the Closing Date as a result of which the Securities Purchase Agreement would include any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and (ii) of the receipt of any notification with respect to the modification, rescission, withdrawal or suspension of the qualification or registration of the Securities or of an exemption from such registration or qualification in any jurisdiction. The Company will use its reasonable best efforts to prevent the issuance of any such modification, rescission, withdrawal or suspension and, if any such modification, rescission, withdrawal or suspension is issued, to obtain the lifting thereof as promptly as possible.
(b) Not supplement or amend the Securities Purchase Agreement unless the Placement Agent and its counsel shall have approved of such supplement or amendment in writing, such approval not to be unreasonably withheld, delayed or conditioned. If, at any time during the period commencing on the date hereof and ending on the final Closing Date, any event shall have occurred as a result of which the Securities Purchase Agreement contains any untrue statement of a material fact or omits to state any material fact required to be stated therein or necessary to make the statements therein not misleading, or if, in the opinion of counsel to the Company or counsel to the Placement Agent, it is necessary at any time to supplement or amend the Securities Purchase Agreement to comply with the Securities Act, Regulation D or any applicable securities or "blue sky" laws, the Company will promptly prepare an appropriate supplement or amendment (in form and substance reasonably satisfactory to the Placement Agent and its counsel) which will correct such statement or omission or which will effect such compliance.
(c) Deliver without charge to the Placement Agent such number of copies of the Securities Purchase Agreement and any supplement or amendment thereto as may reasonably be requested by the Placement Agent.
(d) Not, directly or indirectly, in connection with the Placement or as ...
Additional Covenants and Agreements of the Company. The Company hereby covenants and agrees with the Lender as follows:
(a) contemporaneously with the execution and delivery of this Amendment, the Company shall have caused each of its subsidiaries to have unconditionally guaranteed all of the obligations and liabilities of the Company to the Lender (the “Obligations”), pursuant to documentation in form and substance acceptable to the Lender, in its sole and complete discretion, including, without limitation, such representations, warranties, covenants and agreements as the Lender shall deem appropriate in connection with a transaction of this type;
(b) contemporaneously with the execution and delivery of this Amendment, the Company shall have caused each of its subsidiaries to have granted to the Lender a first priority, perfected security interest and lien covering all of the assets of each such subsidiary, as security for the Obligations, pursuant to documentation in form and substance acceptable to the Lender, in its sole and complete discretion, including, without limitation, such representations, warranties, covenants and agreements as the Lender shall deem appropriate in connection with a transaction of this type;
(c) contemporaneously with the execution and delivery of this Amendment, the Company shall have granted a first priority, perfected pledge and security interest in favor of the Lender covering all of assets of the Company, including without limitation the stock and other indicia of ownership in and to all of the subsidiaries of the Company, as security for the Obligations, pursuant to documentation in form and substance acceptable to the Lender, in its sole and complete discretion, including, without limitation, such representations, warranties, covenants and agreements as the Lender shall deem appropriate in connection with a transaction of this type;
(d) contemporaneously with the execution and delivery of this Amendment, the Company, the Lender, WAA, LLC, and each other holder of any indebtedness of the Company and/or any subsidiary of the Company (other than trade payables arising in the ordinary course of business and unsecured convertible notes disclosed on Schedule B to the Loan Agreement) shall have entered into one or more intercreditor agreements, in form and substance acceptable to the Lender, in its sole and complete discretion, evidencing the subordination of the indebtedness of such other parties to the Obligations and the subordination of any liens, security interest, and othe...
Additional Covenants and Agreements of the Company. The Company and each Guarantor further covenants and agrees, jointly and severally, with the Placement Agent as follows:
Additional Covenants and Agreements of the Company. With a view to making available to the Holders the benefits of certain rules and regulations of the SEC which at any time permit the sale of the Registrable Securities to the public without registration, so long as the Holders still own Registrable Securities that may not then be resold pursuant to Rule 144(k), the Company shall use its reasonable best efforts to:
(a) make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, at all times;
(b) file with the SEC in a timely manner all reports and other documents required of the Company under the Exchange Act (at any time that it is subject to such reporting requirements); and
(c) so long as a Holder owns any Registrable Securities, furnish to such Holder, upon any reasonable request, a written statement by the Company as to its compliance with Rule 144 under the Securities Act, and of the Exchange Act, a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as such Holder may reasonably request in availing itself of any rule or regulation of the SEC allowing a Holder to sell any such securities without registration.
Additional Covenants and Agreements of the Company. With a view to making available to the Purchasers the benefits of certain rules and regulations of the SEC which at any time permit the sale of the Registrable Securities to the public without registration, so long as the Purchasers still own Registrable Securities, the Company shall use its reasonable best efforts to:
(a) make and keep public information available, as those terms are understood and defined in Rule 144, at all times;
(b) file with the SEC in a timely manner all reports and other documents required of the Company under the Exchange Act; and
(c) so long as a Purchaser owns any Registrable Securities, furnish to such Purchaser, upon any reasonable request, a written statement by the Company as to its compliance with Rule 144 and the Exchange Act, a copy of the most recent annual or quarterly report of the Company if not publicly available, and such other reports and documents of the Company as such Purchaser may reasonably request in availing itself of any rule or regulation of the SEC allowing a Purchaser to sell any such securities without registration.
Additional Covenants and Agreements of the Company. With a view to making available to the Holder the benefits of certain rules and regulations of the SEC that at any time permit the sale of the Warrant Shares to the public without registration, so long as the Holder still own Warrant Shares, the Company shall use its commercially reasonable efforts to:
(i) make and keep public information available, as those terms are understood and defined in Rule 144, at all times;
(ii) file with the SEC in a timely manner all reports and other documents required of the Company under the Exchange Act; and
(iii) so long as the Holder owns any Warrant Shares, make available or furnish to the Holder, upon any reasonable request, a written statement by the Company as to its compliance with Rule 144 and of the Exchange Act, a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company as the Holder may reasonably request in availing itself of any rule or regulation of the SEC allowing the Holder to sell any such securities without registration.
Additional Covenants and Agreements of the Company. The Company hereby covenants and agrees as follows:
Additional Covenants and Agreements of the Company. The Company covenants to and agrees with the Placement Agent that it shall:
