Common use of Compliance with Rule 144 and Rule 144A Clause in Contracts

Compliance with Rule 144 and Rule 144A. At any time and from time to time after (a) the Corporation registers a class of securities under Section 12 of the Securities Exchange Act, or (b) the expiration of 90 days following the close of business on the earlier of such date as the Corporation commences to file reports under Section 13 or Section 15(d) of the Securities Exchange Act, then at the request of any Holder who proposes to sell securities in compliance with Rule 144 promulgated by the Commission, the Corporation will (i) forthwith furnish to such holder a written statement of compliance with the filing requirements of the Commission as set forth in Rule 144 as such rule may be amended from time to time and (ii) make available to the public and such Holders such information as will enable such Holders to make sales pursuant to Rule 144. Unless the Corporation is subject to Section 13 or Section 15(d) of the Securities Exchange Act, the Corporation will provide to any Holder of Registrable Shares and to any prospective purchaser of Registrable Shares under Rule 144A promulgated by the Commission, the information described in Rule 144A(d)(4) promulgated by the Commission.

Appears in 1 contract

Samples: Registration Agreement (Natural Nutrition Group Inc)

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Compliance with Rule 144 and Rule 144A. At any time and from time to time after (a) the Corporation registers a class of securities under Section 12 of the Securities Exchange Act, or (b) the expiration of 90 days following the close of business on the earlier of such date as the Corporation commences to file reports under Section 13 or Section 15(d) of the Securities Exchange Act, then at the request of any Holder who proposes to sell securities in compliance with Rule 144 promulgated by the Commission, the Corporation will (i) forthwith furnish to such any holder upon request a written statement of compliance with the filing requirements of the Commission as set forth in Rule 144 as such rule may be amended from time to time and (ii) make available to the public and such Holders holders such information as will enable such Holders Holdings to make sales pursuant to Rule 144, and (iii) file with the Commission in a timely manner all reports and other documents required of the Corporation under The Exchange Act. Unless the Corporation is subject to Section 13 or Section 15(d) of the Securities Exchange Act, the Corporation will provide to any Holder of Registrable Shares and to any prospective purchaser of Registrable Shares under Rule 144A promulgated by the Commission, Holdings the information described in Rule 144A(d)(4) promulgated by the Commission.

Appears in 1 contract

Samples: Registration Rights Agreement (Hewitt Associates Inc)

Compliance with Rule 144 and Rule 144A. At any time and from time to time after In the event that the Corporation (a) the Corporation registers a class of securities under Section 12 of the Securities Exchange Act, or (b) issues an offering circular meeting the expiration requirements of 90 days following Regulation A under the close of business on the earlier of such date as the Corporation Securities Act or (c) commences to file reports under Section 13 or Section 15(d15( d) of the Securities Exchange Act, then at the request of any Holder holder of Registrable Shares who proposes to sell securities in compliance with Rule 144 promulgated by of the Commission, the Corporation will (i) forthwith furnish to such holder a written statement of compliance with the filing requirements of the Commission as set forth in Rule 144 144, as such rule may be amended from time to time and (ii) make available to the public and such Holders holders such information as will enable such Holders the holders of Registrable Shares to make sales pursuant to Rule 144. Unless the Corporation is subject to Section 13 or Section 15(d) of the Securities Exchange Act, the Corporation will provide to any Holder the holder of Registrable Shares and to any prospective purchaser of Registrable Shares under Rule 144A promulgated by of the Commission, the information described in Rule 144A(d)(4) promulgated by of the Commission.

Appears in 1 contract

Samples: Registration Rights Agreement (Metropark Usa Inc)

Compliance with Rule 144 and Rule 144A. At any time and from time to time after (a) the Corporation registers a class of securities under Section 12 of the Securities Exchange Act, or (b) the expiration of 90 days following the close of business on the earlier of such date as the Corporation commences to file reports under Section 13 or Section 15(d) of the Securities Exchange Act, then at the request of any Holder who proposes to sell securities in compliance with Rule 144 promulgated by the Commission, the Corporation will (i) forthwith furnish to such any holder upon request a written statement of compliance with the filing requirements of the Commission as set forth in Rule 144 as such rule may be amended from time to time and time, (ii) make available to the public and such Holders holders such information as will enable such Holders Holdings to make sales pursuant to Rule 144, and (iii) file with the Commission in a timely manner all reports and other documents required of the Corporation under The Exchange Act. Unless the Corporation is subject to Section 13 or Section 15(d) of the Securities Exchange Act, the Corporation will provide to any Holder of Registrable Shares and to any prospective purchaser of Registrable Shares under Rule 144A promulgated by the Commission, Holdings the information described in Rule 144A(d)(4) promulgated by the Commission.

Appears in 1 contract

Samples: Registration Rights Agreement (Hewitt Associates Inc)

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Compliance with Rule 144 and Rule 144A. At Subject to Section 4, at any time and from time to time after (a) the Corporation registers a class of securities under Section 12 of the Securities Exchange Act, or (b) the expiration of 90 days following the close of business on the earlier of such date as the Corporation commences to file reports under Section 13 or Section 15(d) of the Securities Exchange Act, then at the request of any Holder who proposes to sell securities in compliance with Rule 144 promulgated by the Commission, the Corporation will (i) forthwith furnish to such holder a written statement of compliance with the filing requirements of the Commission as set forth in Rule 144 as such rule may be amended from time to time and (ii) make available to the public and such Holders such information as will enable such Holders to make sales pursuant to Rule 144. Unless the Corporation is subject to Section 13 or Section 15(d) of the Securities Exchange Act, the Corporation will provide to any Holder of Registrable Shares Securities and to any prospective purchaser of Registrable Shares Securities under Rule 144A promulgated by the Commission, the information described in Rule 144A(d)(4) promulgated by the Commission.

Appears in 1 contract

Samples: Registration, Stockholders' and Joinder Agreement (Collegis Inc)

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