Continuing Information Delivery Obligation Sample Clauses

Continuing Information Delivery Obligation. For so long as the Standby Purchaser holds any Common Shares, in order to provide the Standby Purchaser, the benefits of Rule 144 under the 1933 Act (and any other applicable rule or regulation of the SEC that may at any time permit the Standby Purchaser to sell the Common Shares to the public without registration), ITP will make and keep public information available, as defined in Rule 144, all to the extent required from time to time to enable the Standby Purchaser = to sell Common Shares without registration under the 1933 Act within the limitation of the exemptions provided by Rule 144. Upon the request of the Standby Purchaser, ITP will deliver to it a written statement as to whether it has complied with such information and requirements.
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Continuing Information Delivery Obligation. Unless ATS is (i) subject to section 13 or 15(d) of the 1934 Act, or (ii) exempt from reporting pursuant to Rule 12g3-2(b) under the 1934 Act, for so long as any of the Standby Purchasers or Substituted Standby Purchasers, as applicable, hold any Common Shares that are not freely tradeable under Rule 144(k) under the 1933 Act, ATS will furnish to the Standby Purchasers or Substituted Standby Purchasers, as applicable, and to prospective investors designated by the Standby Purchasers or Substituted Standby Purchasers, as applicable, upon their request, the information required to be delivered pursuant to Rule 144A(d)(4) under the 1933 Act. In addition, for so long as any of the Standby Purchasers or Substituted Standby Purchasers, as applicable, hold any Common Shares, in order to provide the Standby Purchasers or Substituted Standby Purchasers, as applicable, the benefits of Rule 144 under the 1933 Act (and any other applicable rule or regulation of the SEC that may at any time permit the Standby Purchasers or Substituted Standby Purchasers, as applicable, to sell the Common Shares to the public without registration), ATS will make and keep public information available, as defined in Rule 144, all to the extent required from time to time to enable such Standby Purchasers or Substituted Standby Purchasers, as applicable, to sell Common Shares without registration under the 1933 Act within the limitation of the exemptions provided by Rule 144. Upon the request of any Standby Purchaser or Substituted Standby Purchaser, ATS will deliver to such holder a written statement as to whether it has complied with such information and requirements.
Sample 1
Continuing Information Delivery Obligation. For so long as any of the Standby Purchasers hold any Common Shares that are not freely tradeable under Rule 144 under the 1933 Act, Ceres will (regardless of whether Ceres is (i) subject to section 13 or 15(d) of the 1934 Act, or (ii) exempt from reporting pursuant to Rule 12g3-2(b) under the 0000 Xxx) furnish to the Standby Purchasers and to prospective investors designated by the Standby Purchasers upon their written request, the information required to be delivered pursuant to Rule 144A(d)(4) under the 1933 Act to facilitate the re-sale of such securities pursuant to Rule 144A under the 1933 Act. In addition, for so long as any of the Standby Purchasers hold any Common Shares, in order to provide the Standby Purchasers the benefits of Rule 144 under the 1933 Act, Ceres will make and keep public information available, as defined in Rule 144, all to the extent required from time to time to enable such Standby Purchasers to sell Common Shares without registration under the 1933 Act within the limitation of the exemptions provided by Rule 144. Upon the written request of any Standby Purchaser, Ceres will deliver to such holder a written statement as to whether Ceres has complied with such information and requirements. Ceres will take such further action as any Standby Purchaser may reasonably request to the extent from time to time required to enable such Standby Purchaser to sell or re-sell such securities in accordance with Rule 144 or 144A under the 1933 Act, as such rules may be amended from time to time.
Sample 1

Related to Continuing Information Delivery Obligation

  • Delivery Obligations Unless otherwise instructed by the Trustee on behalf of the Trust or the relevant person, the Custodian shall make any transportation and insurance arrangements in respect of delivery of Bullion in accordance with its usual practice. Where instructions are given, the Custodian shall use all reasonable efforts to comply with the same. The Custodian shall not be obliged to effect any requested delivery if, in its reasonable opinion, this would cause the Custodian or its agents to be in breach of the Rules or other applicable law, court order or regulation; the costs incurred would be excessive or delivery is impracticable for any reason. With the exception of any delivery pursuant to clause 4.3, all insurance and transportation costs shall be for the account of the Trust.

  • Reasonable and Continuing Obligations Executive agrees that Executive’s obligations under this Section 6 are obligations which will continue beyond the date Executive’s employment terminates and that such obligations are reasonable, fair and equitable in scope. The terms and duration are necessary to protect the Company’s legitimate business interests and are a material inducement to the Company to enter into this Agreement. Executive further acknowledges that the consideration for this Section 6 is his employment or continued employment. Executive will not be paid any additional compensation during this Restricted Period for application or enforcement of the restrictive covenants contained in this Section 6.

  • Client Obligations The Client shall supply and deliver to the Consultant all documentation and information relating to the Client and the Client’s business as may be reasonably requested by the Consultant in connection with the performance of the Services by the Consultant. Such information and documentation shall, to the best of the Client’s knowledge, be accurate and complete in all material respects at the time furnished. The Client will promptly notify the Consultant if it learns of any material misstatement in, or material omission from, any information previously delivered to Consultant. The Consultant may rely, without independent verification, on the accuracy and completeness of all information furnished by the Client. The Client understands that the Consultant shall not be liable for independently verifying the accuracy of such information and shall not be liable for any inaccuracies therein.

  • Additional Conditions to the Obligations of the Company The obligation of the Company to consummate and effect the Merger shall be subject to the satisfaction at or prior to the Closing Date of each of the following conditions, any of which may be waived, in writing, exclusively by the Company:

  • Conditions Precedent to the Obligations of the Company to sell Shares at the Closing. The Company’s obligation to sell and issue to the Purchaser the Allocated Shares at the Closing is subject to the fulfillment to the satisfaction of the Company on or prior to the Closing Date of the following conditions, any of which may be waived by the Company:

  • Reaffirm Obligations Upon termination of the Executive’s employment with the Company, the Executive shall, if requested by the Company, reaffirm in writing Employee’s recognition of the importance of maintaining the confidentiality of the Company’s proprietary information and trade secrets and reaffirm all of the obligations set forth in Section 5 of this Agreement.

  • Condition to the Obligations of the Parties The obligations of all of the parties to consummate the Closing are subject to the satisfaction of all the following conditions:

  • Specific Obligations Without limiting the generality of Section 3.1 or the requirements of any other provision of this Agreement, Contractor shall:

  • Permitted Contingent Obligations Contingent Obligations (a) arising from endorsements of Payment Items for collection or deposit in the Ordinary Course of Business; (b) arising from Hedging Agreements permitted hereunder; (c) existing on the Closing Date, and any extension or renewal thereof that does not increase the amount of such Contingent Obligation when extended or renewed; (d) incurred in the Ordinary Course of Business with respect to surety, appeal or performance bonds, or other similar obligations; (e) arising from customary indemnification obligations in favor of purchasers in connection with dispositions of Equipment permitted hereunder; (f) arising under the Loan Documents; (g) guaranties of Permitted Debt; or (h) in an aggregate amount of $250,000 or less at any time.

  • CONDITIONS TO THE OBLIGATIONS OF EACH PARTY. The obligations of the Company, Parent and Merger Sub to consummate the Merger are subject to the satisfaction of the following conditions:

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