Facilitation of Sales Pursuant to Rule 144. The Company covenants to the Shareholders that to the extent it shall be required to do so under the 1934 Act, the Company shall use its commercially reasonable efforts to (i) timely file the reports required to be filed by it under the 1934 Act or the 1933 Act (including the reports under Sections 13 and 15(d) of the 1934 Act referred to in subparagraph (c)(1) of Rule 144), and (ii) make and keep public information available as those terms are understood and defined in Rule 144 under the 1933 Act, all to the extent required from time to time to enable the Shareholders to sell Registrable Securities without registration under the Securities Act within the limitations of the exemption provided by Rule 144. Upon the request of any Shareholder in connection with its sale pursuant to Rule 144, the Company shall deliver to such Shareholder a written statement as to whether it has complied with such requirements.
Appears in 2 contracts
Samples: Registration Rights Agreement (Cempra, Inc.), Merger Agreement (Cempra, Inc.)
Facilitation of Sales Pursuant to Rule 144. The Company Issuer covenants to the Shareholders holders of Registrable Securities that to the extent it shall be required to do so under the 1934 Exchange Act, the Company Issuer shall use its commercially reasonable efforts to (i) timely file the reports required to be filed by it under the 1934 Exchange Act or the 1933 Securities Act (including the reports under Sections 13 and 15(d) of the 1934 Exchange Act referred to in subparagraph (c)(1) of Rule 144), and (ii) make and keep public information available shall take such further action as those terms are understood and defined in Rule 144 under the 1933 Actany holder of Registrable Securities may reasonably request, all to the extent required from time to time to enable the Shareholders such holder to sell Registrable Securities without registration under the Securities Act within the limitations of the exemption provided by Rule 144. Upon the request of any Shareholder holder of Registrable Securities in connection with its that holder’s sale pursuant to Rule 144, the Company Issuer shall deliver to such Shareholder holder a written statement as to whether it has complied with such requirements.
Appears in 2 contracts
Samples: Exchange and Registration Rights Agreement (MAGNACHIP SEMICONDUCTOR Corp), Exchange and Registration Rights Agreement (Tronox LTD)
Facilitation of Sales Pursuant to Rule 144. The Company covenants to the Shareholders holders of Registrable Securities that to the extent it they shall be required to do so under the 1934 Exchange Act, the Company shall use its commercially reasonable efforts to (i) timely file the reports required to be filed by it under the 1934 Exchange Act or the 1933 Securities Act (including the reports under Sections 13 and 15(d) of the 1934 Exchange Act referred to in subparagraph (c)(1) of Rule 144), and (ii) make and keep public information available shall take such further action as those terms are understood and defined in Rule 144 under the 1933 Actany holder of Registrable Securities may reasonably request, all to the extent required from time to time to enable the Shareholders such holder to sell Registrable Securities without registration under the Securities Act within the limitations of the exemption provided by Rule 144. Upon the request of any Shareholder holder of Registrable Securities in connection with its that holder’s sale pursuant to Rule 144, the Company shall deliver to such Shareholder a holder written statement statements as to whether it has they have complied with such requirements.
Appears in 2 contracts
Samples: Exchange and Registration Rights Agreement (ADT Corp), Exchange and Registration Rights Agreement (ADT Corp)
Facilitation of Sales Pursuant to Rule 144. The Company covenants to the Shareholders Shareholder that to the extent it shall be required to do so under the 1934 Act, the Company shall use its commercially reasonable best efforts to (i) timely file the reports required to be filed by it under the 1934 Act or the 1933 Act (including the reports under Sections 13 and 15(d) of the 1934 Act referred to in subparagraph (c)(1) of Rule 144), and (ii) make and keep public information available as those terms are understood and defined in Rule 144 under the 1933 Act, all to the extent required from time to time to enable the Shareholders Shareholder to sell Registrable Securities without registration under the Securities Act within the limitations of the exemption provided by Rule 144. Upon the request of any the Shareholder in connection with its sale pursuant to Rule 144, the Company shall deliver to such Shareholder holder a written statement as to whether it has complied with such requirements.
Appears in 2 contracts
Samples: Registration Rights Agreement (Enstar Group LTD), Investment Agreement (Enstar Group LTD)
Facilitation of Sales Pursuant to Rule 144. The Company covenants to the Shareholders holders of Registrable Securities that to the extent it shall be required to do so under the 1934 Exchange Act, the Company shall use its commercially reasonable efforts to (i) timely file the reports required to be filed by it under un- der the 1934 Exchange Act or the 1933 Securities Act (including the reports under Sections 13 and 15(d) of the 1934 Exchange Act referred to in subparagraph (c)(1) of Rule 144), and (ii) make and keep public information available shall take such further action as those terms are understood and defined in Rule 144 under the 1933 Actany holder of Registrable Securities may reasonably request, all to the extent required from time to time to enable the Shareholders such holder to sell Registrable Securities without registration under the Securities Act within the limitations of the exemption provided by Rule 144. Upon the request of any Shareholder holder of Registrable Securities in connection with its that holder’s sale pursuant to Rule 144, the Company shall deliver to such Shareholder holder a written statement as to whether it has complied with such requirements.
Appears in 1 contract
Samples: Exchange and Registration Rights Agreement (Burlington Coat Factory Investments Holdings, Inc.)
Facilitation of Sales Pursuant to Rule 144. The Company covenants to the Shareholders holders of Registrable Securities that to the extent it shall be required to do so under the 1934 Exchange Act, the Company shall use its commercially reasonable efforts to (i) timely file the reports required to be filed by it under the 1934 Act or the 1933 Exchange Act (including the reports under Sections 13 and 15(d) of the 1934 Exchange Act referred to in subparagraph (c)(1) of Rule 144), and (ii) make and keep public information available shall take such further action as those terms are understood and defined in Rule 144 under the 1933 Actany holder of Registrable Securities may reasonably request, all to the extent required from time to time to enable the Shareholders such holder to sell Registrable Securities without registration under the Securities Act within the limitations of the exemption provided by Rule 144. Upon the request of any Shareholder in connection with its sale pursuant to Rule 144, the Company shall deliver to such Shareholder a written statement as to whether it has complied with such requirements.
Appears in 1 contract
Samples: Exchange and Registration Rights Agreement (Schwab Charles Corp)
Facilitation of Sales Pursuant to Rule 144. The Company Each of the Issuers covenants to the Shareholders holders of Registrable Securities that to the extent it shall be required to do so under the 1934 Exchange Act, the Company Issuers shall use its commercially reasonable efforts to (i) timely file the reports required to be filed by it under the 1934 Exchange Act or the 1933 Securities Act (including the reports under Sections 13 and 15(d) of the 1934 Exchange Act referred to in subparagraph (c)(1) of Rule 144), and (ii) make and keep public information available shall take such further action as those terms are understood and defined in Rule 144 under the 1933 Actany holder of Registrable Securities may reasonably request, all to the extent required from time to time to enable the Shareholders such holder to sell Registrable Securities without registration under the Securities Act within the limitations of the exemption provided by Rule 144. Upon the request of any Shareholder holder of Registrable Securities in connection with its that holder’s sale pursuant to Rule 144, the Company Issuers shall deliver to such Shareholder holder a written statement as to whether it has complied with such requirements.
Appears in 1 contract
Samples: Exchange and Registration Rights Agreement (Magnachip Semiconductor LLC)
Facilitation of Sales Pursuant to Rule 144. The Company covenants to the Shareholders holders of Registrable Securities that to the extent it shall be required to do so under the 1934 Exchange Act, the Company shall use its commercially reasonable efforts to (i) timely file the reports required to be filed by it under the 1934 Exchange Act or the 1933 Securities Act (including the reports under Sections 13 and 15(d) of the 1934 Exchange Act referred to in subparagraph (c)(1) of Rule 144), and (ii) make and keep public information available shall take such further action as those terms are understood and defined in Rule 144 under the 1933 Actany holder of Registrable Securities may reasonably request, all to the extent required from time to time to enable the Shareholders such holder to sell Registrable Securities without registration under the Securities Act within the limitations of the exemption provided by Rule 144. Upon the request of any Shareholder holder of Registrable Securities in connection with its that holder’s sale pursuant to Rule 144, the Company shall deliver to such Shareholder holder a written statement as to whether it has complied with such requirements..
Appears in 1 contract
Samples: Exchange and Registration Rights Agreement (Oglethorpe Power Corp)
Facilitation of Sales Pursuant to Rule 144. The Company covenants to the Shareholders that to the extent it shall be required to do so under the 1934 ActShareholder, the Company shall use its commercially reasonable efforts to (i) timely file the reports required to be filed by it under the 1934 Act or the 1933 Act (including the reports under Sections 13 and 15(d) of the 1934 Act referred to in subparagraph (c)(1) of Rule 144), and (ii) make and keep public information available as those terms are understood and defined in Rule 144 under the 1933 Act, all to the extent required from time to time to enable the Shareholders Shareholder to sell Registrable Securities without registration under the Securities Act within the limitations of the exemption provided by Rule 144. Upon the request of any the Shareholder in connection with its sale pursuant to Rule 144, the Company shall deliver to such the Shareholder a written statement as to whether it has complied with such requirements.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Melinta Therapeutics, Inc. /New/)
Facilitation of Sales Pursuant to Rule 144. The Company covenants to the Shareholders holders of Registrable Securities that to the extent it shall be required to do so under the 1934 Exchange Act, the Company shall use its commercially reasonable efforts to (i) timely file the reports required to be filed by it under the 1934 Exchange Act or the 1933 Securities Act (including the reports under Sections 13 and 15(d) of the 1934 Exchange Act referred to in subparagraph (c)(1) of Rule 144), and (ii) make and keep public information available shall take such further action as those terms are understood and defined in Rule 144 under the 1933 Actany holder of Registrable Securities may reasonably request, all to the extent required from time to time to enable the Shareholders such holder to sell Registrable Securities without registration under the Securities Act within the limitations of the exemption provided by Rule 144. Upon the reasonable request of any Shareholder holder of Registrable Securities in connection with its that holder’s sale pursuant to Rule 144, the Company shall deliver to such Shareholder holder a written statement as to whether it has complied with such requirements.
Appears in 1 contract
Samples: Exchange and Registration Rights Agreement (Michael Foods Group, Inc.)
Facilitation of Sales Pursuant to Rule 144. The Company covenants to the Shareholders that holders of Registrable Securities that, to the extent it shall be required to do so under the 1934 Exchange Act, the Company shall use its commercially reasonable efforts to (i) timely file the reports required to be filed by it under the 1934 Exchange Act or the 1933 Securities Act (including the reports under Sections 13 and 15(d) of the 1934 Exchange Act referred to in subparagraph (c)(1) of Rule 144), and (ii) make and keep public information available shall take such further action as those terms are understood and defined in Rule 144 under the 1933 Actany holder of Registrable Securities may reasonably request, all solely to the extent required from time to time to enable the Shareholders such holder to sell Registrable Securities without registration under the Securities Act within the limitations of the exemption provided by Rule 144. Upon the request of any Shareholder holder of Registrable Securities in connection with its that holder’s sale pursuant to Rule 144, the Company shall deliver to such Shareholder holder a written statement as to whether it has complied with such requirements.
Appears in 1 contract
Samples: Exchange and Registration Rights Agreement (Andeavor)
Facilitation of Sales Pursuant to Rule 144. The Company covenants to the Shareholders holders of Registrable Securities that to the extent it shall be required to do so under the 1934 Exchange Act, the Company shall use its commercially reasonable efforts to (i) timely file the reports required to be filed by it under the 1934 Exchange Act or the 1933 Securities Act (including the reports under Sections 13 and 15(d) of the 1934 Exchange Act referred to in subparagraph (c)(1) of Rule 144), and (ii) make and keep public information available shall take such further action as those terms are understood and defined in Rule 144 under the 1933 Actany holder of Registrable Securities may reasonably request, all to the extent required from time to time to enable the Shareholders such holder to sell Registrable Securities without registration under the Securities Act within the limitations of the exemption provided by Rule 144. Upon the request of any Shareholder holder of Registrable Securities in connection with its that xxxxxx’s sale pursuant to Rule 144, the Company shall deliver to such Shareholder holder a written statement as to whether it has complied with such requirements.
Appears in 1 contract
Samples: Exchange and Registration Rights Agreement (Vulcan Materials CO)
Facilitation of Sales Pursuant to Rule 144. The Company covenants to the Shareholders Shareholder that to the extent it shall be required to do so under the 1934 Act, the Company shall use its commercially reasonable efforts to (i) timely file the reports required to be filed by it under the 1934 Act or the 1933 Act (including the reports under Sections 13 and 15(d) of the 1934 Act referred to in subparagraph (c)(1) of Rule 144), and (ii) make and keep public information available as those terms are understood and defined in Rule 144 under the 1933 Act, all to the extent required from time to time to enable the Shareholders Shareholder to sell Registrable Securities without registration under the Securities Act within the limitations of the exemption provided by Rule 144. Upon the request of any the Shareholder in connection with its sale pursuant to Rule 144, the Company shall deliver to such Shareholder holder a written statement as to whether it has complied with such requirements.
Appears in 1 contract
Facilitation of Sales Pursuant to Rule 144. The Company covenants to the Shareholders that to the extent it shall be required to do so under the 1934 ActShareholder, the Company shall use its commercially reasonable efforts to (i) timely file the reports required to be filed by it under the 1934 Act or the 1933 Act (including the reports under Sections 13 and 15(d) of the 1934 Act referred to in subparagraph (c)(1) of Rule 144), and (ii) make and keep public information available as those terms are understood and defined in Rule 144 under the 1933 Act, all to the extent required from time to time to enable the Shareholders Shareholder to sell Registrable Securities without registration under the Securities 1933 Act within the limitations of the exemption provided by Rule 144. Upon the request of any the Shareholder in connection with its sale pursuant to Rule 144, the Company shall deliver to such the Shareholder a written statement as to whether it has complied with such requirements.
Appears in 1 contract
Samples: Registration Rights Agreement (Melinta Therapeutics, Inc. /New/)
Facilitation of Sales Pursuant to Rule 144. The Company covenants to the Shareholders that to the extent it shall be required to do so under the 1934 Act, the Company shall use its commercially reasonable best efforts to (i) timely file the reports required to be filed by it under the 1934 Act or the 1933 Act (including the reports under Sections 13 and 15(d) of the 1934 Act referred to in subparagraph (c)(1) of Rule 144), and (ii) make and keep public information available as those terms are understood and defined in Rule 144 under the 1933 Act, all to the extent required from time to time to enable the Shareholders to sell Registrable Securities without registration under the Securities Act within the limitations of the exemption provided by Rule 144. Upon the request of any a Shareholder in connection with its sale pursuant to Rule 144, the Company shall deliver to such Shareholder holder a written statement as to whether it has complied with such requirements.
Appears in 1 contract
Facilitation of Sales Pursuant to Rule 144. The Company covenants to the Shareholders that to the extent it shall be required to do so under the 1934 Act, the Company shall use its commercially reasonable efforts to (i) timely file the reports required to be filed by it under the 1934 Act or the 1933 Act (including the reports under Sections 13 and 15(d) of the 1934 Act referred to in subparagraph (c)(1) of Rule 144), and (ii) make and keep public information available as those terms are understood and defined in Rule 144 under the 1933 Act144, all to the extent required from time to time to enable the Shareholders to sell Registrable Securities without registration under the Securities Act within the limitations of the exemption provided by Rule 144. Upon the request of any a Shareholder in connection with its sale pursuant to Rule 144, the Company shall deliver to such Shareholder holder a written statement as to whether it has complied with such requirements.
Appears in 1 contract
Samples: Registration Rights Agreement (Take Two Interactive Software Inc)