Filing Requirements. From the date of this Agreement and until the sooner of (i) two (2) years after the Closing Date, or (ii) until all the Shares have been resold or transferred by all the Subscribers pursuant to the Registration Statement or pursuant to Rule 144, without regard to volume limitations, the Company will (A) comply in all respects with its reporting and filing obligations under the 1934 Act, (B) cause its Common Stock to continue to be registered under Section 12(b) or 12(g) of the 1934 Act, and (C) comply with all requirements related to any registration statement filed pursuant to this Agreement. The Company will use its best efforts not to take any action or file any document (whether or not permitted by the 1933 Act or the 1934 Act or the rules thereunder) to terminate or suspend such registration under the 1934 Act or to terminate or suspend its reporting and filing obligations under said acts until two (2) years after the Closing Date. Until the earlier of the resale of the Common Stock by each Subscriber, the Company will use its best efforts to continue the listing or quotation of the Common Stock on a Principal Market and will comply in all respects with the Company’s reporting, filing and other obligations under the bylaws or rules of the Principal Market. The Company agrees to timely file a Form D with respect to the Securities if required under Regulation D, if required, and to provide a copy thereof to each Subscriber promptly after such filing
Appears in 1 contract
Samples: Subscription Agreement (MedaSorb Technologies CORP)
Filing Requirements. From the date of this Agreement and until the sooner last to occur of (i) two (2) years after the Closing Date, or (ii) until all the Shares and Warrant Shares have been resold or transferred by all the Subscribers pursuant to the Registration Statement or pursuant to Rule 144, without regard to volume limitationslimitations or (iii) the Notes are no longer outstanding (the date of occurrence of the last such event being the “End Date”), the Company will (A) cause or maintain its Common Stock to be registered under Section 12(b) or 12(g) of the 1934 Act, (B) comply in all respects with its reporting and filing obligations under the 1934 Act, (BC) cause its Common Stock voluntarily comply with all reporting requirements that are applicable to continue an issuer with a class of shares registered pursuant to be registered under Section 12(b) or 12(g) of the 1934 Act, if Company is not subject to such reporting requirements, and (CD) comply with all requirements related to any registration statement filed pursuant to this Agreement. The Company will use its best efforts not to take any action or file any document (whether or not permitted by the 1933 Act or the 1934 Act or the rules thereunder) to terminate or suspend such registration under the 1934 Act or to terminate or suspend its reporting and filing obligations under said acts until two (2) years after the Closing End Date. Until the earlier of the resale of the Common Stock by each SubscriberEnd Date, the Company will use its best efforts to continue maintain the listing or quotation of the Common Stock on a Principal Market and will comply in all respects with the Company’s 's reporting, filing and other obligations under the bylaws or rules of the Principal Market. The Company agrees to timely file a Form D with respect to the Securities if required under Regulation D, if required, D and to provide a copy thereof to each Subscriber promptly after such filing.
Appears in 1 contract
Filing Requirements. From the date of this Agreement and until the sooner later to occur of (i) two (2) years after the Closing Date, or (ii) until all the Shares have been resold or transferred by all the Subscribers pursuant to the Registration Statement or pursuant to Rule 144, without regard to volume limitationslimitations or (iii) the Notes are no longer outstanding (the date of occurrence of the first such event being the “End Date”), the Company will (A) comply in all respects with its reporting and filing obligations under the 1934 Act, (B) cause its Common Stock to continue to be registered under Section 12(b) or 12(g) of the 1934 Act, (B) comply in all respects with its reporting and filing obligations under the 1934 Act, (C) voluntarily comply with all reporting requirements that are applicable to an issuer with a class of shares registered pursuant to Section 12(g) of the 1934 Act, if Company is not subject to such reporting requirements, and (CD) comply with all requirements related to any registration statement filed pursuant to this Agreement. The Company will use its best efforts not to take any action or file any document (whether or not permitted by the 1933 Act or the 1934 Act or the rules thereunder) to terminate or suspend such registration under the 1934 Act or to terminate or suspend its reporting and filing obligations under said acts until two (2) years after the Closing End Date. Until the earlier of the resale of the Common Stock by each SubscriberEnd Date, the Company will use its best efforts to continue the listing or quotation of the Common Stock on a Principal Market and will comply in all respects with the Company’s 's reporting, filing and other obligations under the bylaws or rules of the Principal Market. The Company agrees to timely file a Form D with respect to the Securities if required under Regulation D, if required, D and to provide a copy thereof to each Subscriber promptly after such filing.
Appears in 1 contract
Samples: Subscription Agreement (Lotus Pharmaceuticals, Inc.)
Filing Requirements. From the date of this Agreement and until the sooner later to occur of (i) two (2) years after the Closing Date, or (ii) until all the Shares and Warrant Shares have been resold or transferred by all the Subscribers pursuant to the Registration Statement a registration statement, if any, or pursuant to Rule 144, without regard to volume limitationslimitations (the date of occurrence of the second such event being the “End Date”), the Company will (A) cause its Common Stock to be registered under Section 12(b) or 12(g) of the 1934 Act, (B) comply in all respects with its reporting and filing obligations under the 1934 Act, and (BC) cause its Common Stock voluntarily comply with all reporting requirements that are applicable to continue an issuer with a class of shares registered pursuant to be registered under Section 12(b) or Section 12(g) of the 1934 Act, and (C) comply with all requirements related if the Company is not subject to any registration statement filed pursuant to this Agreementsuch reporting requirements. The Company will use its best efforts not to take any action or file any document (whether or not permitted by the 1933 Act or the 1934 Act or the rules thereunder) to terminate or suspend such registration under the 1934 Act or to terminate or suspend its reporting and filing obligations under said acts until two (2) years after the Closing End Date. Until the earlier of the resale of the Common Stock by each SubscriberEnd Date, the Company will use its best efforts to continue the listing or quotation of the Common Stock on a Principal Market and will comply in all respects with the Company’s 's reporting, filing and other obligations under the bylaws or rules of the Principal Market. The Company agrees to timely file a Form D with respect to the Securities if required under Regulation D, if required, D and to provide a copy thereof to each Subscriber promptly after such filing.
Appears in 1 contract
Samples: Subscription Agreement (Red Carpet Entertainment Inc)
Filing Requirements. From the date of this Agreement and until the sooner of (i) two (2) years after the Closing Date, or (ii) until all the Shares and Warrant Shares have been resold or transferred by all the Subscribers pursuant to the Registration Statement or pursuant to Rule 144, without regard to volume limitations, the Company will (A) comply in all respects with its reporting and filing obligations under the 1934 Act, (B) cause its Common Stock to continue to be registered under Section 12(b) or 12(g) of the 1934 Act, and (C) comply with all requirements related to any registration statement filed pursuant to this Agreement. The Company will use its best efforts not to take any action or file any document (whether or not permitted by the 1933 Act or the 1934 Act or the rules thereunder) to terminate or suspend such registration under the 1934 Act or to terminate or suspend its reporting and filing obligations under said acts until two (2) years after the Closing Date. Until the earlier of the resale of the Common Stock and the Warrant Shares by each SubscriberSubscriber or two (2) years after the Warrants have been exercised, the Company will use its best efforts to continue the listing or quotation of the Common Stock on a Principal Market and will comply in all respects with the Company’s 's reporting, filing and other obligations under the bylaws or rules of the Principal Market. The Company agrees to timely file a Form D with respect to the Securities if required under Regulation D, if required, and to provide a copy thereof to each Subscriber promptly after such filing.
Appears in 1 contract
Filing Requirements. From the date of this Exchange Agreement and until the sooner last to occur of (i) two (2) years after the Closing Date, or (ii) until all the New Notes or Conversion Shares have been resold or transferred by all the Subscribers pursuant to the Registration Statement a registration statement or pursuant to Rule 144, without regard to volume limitations144(b)(1)(i) (the date of such latest occurrence being the “End Date”), the Company will (A) comply in all respects with its reporting and filing obligations under the 1934 Act, (B) cause its Common Stock to continue to be registered under Section 12(b) or 12(g) of the 1934 Act, (B) comply in all respects with its reporting and filing obligations under the 1934 Act, and (C) voluntarily comply with all reporting requirements related that are applicable to any registration statement filed an issuer with a class of shares registered pursuant to this AgreementSection 12(g) of the 1934 Act, if the Company is not subject to such reporting requirements. The Company will use its best efforts not to take any action or file any document (whether or not permitted by the 1933 Act or the 1934 Act or the rules thereunder) to terminate or suspend such registration under the 1934 Act or to terminate or suspend its reporting and filing obligations under said acts until two (2) years after the Closing End Date. Until the earlier of the resale of the Common Stock by each SubscriberEnd Date, the Company will use its best efforts to continue the listing or quotation of the Common Stock on a Principal Market and will comply in all respects with the Company’s reporting, filing and other obligations under the bylaws or rules of the Principal Market. The Company agrees to timely file a Form D with respect to the Securities if required under Regulation D, if required, D and to provide a copy thereof to each Subscriber Subscribers promptly after such filing.
Appears in 1 contract
Filing Requirements. From the date of this Agreement and until the sooner of (i) two (2) years after the Closing Date, or (ii) until all the Shares and Warrant Shares have been resold or transferred by all the Subscribers pursuant to the Registration Statement a registration statement or pursuant to Rule 144, without regard to volume limitations144(b)(1) or the Notes are no longer outstanding (the date of occurrence of the last such event being the “End Date”), the Company will (A) cause its Common Stock to be registered under Section 12(b) or 12(g) of the 1934 Act, (B) comply in all respects with its reporting and filing obligations under the 1934 Act, and (BC) cause its Common Stock voluntarily comply with all reporting requirements that are applicable to continue an issuer with a class of shares registered pursuant to be registered under Section 12(b) or 12(g) of the 1934 Act, and (C) comply with all requirements related if Company is not subject to any registration statement filed pursuant to this Agreementsuch reporting requirements. The Company will use its best efforts not to take any action or file any document (whether or not permitted by the 1933 Act or the 1934 Act or the rules thereunder) to terminate or suspend such registration under the 1934 Act or to terminate or suspend its reporting and filing obligations under said acts until two (2) years after the Closing End Date. Until the earlier of the resale of the Common Stock by each SubscriberEnd Date, the Company will use its best efforts to continue the listing or quotation of the Common Stock on a Principal Market and will comply in all respects with the Company’s 's reporting, filing and other obligations under the bylaws or rules of the Principal Market. The Company agrees to timely file a Form D with respect to the Securities if required under Regulation D, if required, D and to provide a copy thereof to each Subscriber promptly after such filing.
Appears in 1 contract
Samples: Subscription Agreement (Hotel Management Systems, Inc.)
Filing Requirements. From the date of this Agreement and until the sooner of (i) two (2) years after the Closing Date, or (ii) until all the Shares and Warrant Shares have been resold or transferred by all the Subscribers pursuant to the Registration Statement or pursuant to Rule 144, without regard to volume limitations, the Company will (A) comply in all respects with its reporting and filing obligations under the 1934 Act, (B) cause its Common Stock to continue to be registered under Section 12(b) or 12(g) of the 1934 Act, and (C) comply with all requirements related to any registration statement filed pursuant to this Agreement. The Company will use its best efforts not to take any action or file any document (whether or not permitted by the 1933 Act or the 1934 Act or the rules thereunder) to terminate or suspend such registration under the 1934 Act or to terminate or suspend its reporting and filing obligations under said acts until two (2) years after the Closing Date. Until the earlier of the resale of the Common Stock and the Warrant Shares by each SubscriberSubscriber or two (2) years after the Warrants have been exercised, the Company will use its best efforts to continue the listing or quotation of the Common Stock on a Principal Market and will comply in all respects with the Company’s reporting, filing and other obligations under the bylaws or rules of the Principal Market. The Company agrees to timely file a Form D with respect to the Securities if required under Regulation D, if required, and to provide a copy thereof to each Subscriber promptly after such filingD.
Appears in 1 contract
Samples: Subscription Agreement (Viragen Inc)
Filing Requirements. From the date of this Agreement and until the sooner last to occur of (i) two (2) years one year after the Closing Datedate hereof, or (ii) until all the Shares have been resold or transferred by all GPMUS (the Subscribers pursuant to date of such latest occurrence being the Registration Statement or pursuant to Rule 144, without regard to volume limitations“End Date”), the Company will (A) comply in all respects with its reporting and filing obligations under the 1934 Act, (B) cause its Common Stock to continue to be registered under Section 12(b) or 12(g) of the 1934 Act, (B) comply in all respects with its reporting and filing obligations under the 1934 Act, and (C) voluntarily comply with all reporting requirements related that are applicable to any registration statement filed an issuer with a class of shares registered pursuant to this AgreementSection 12(g) of the 1934 Act, if the Company is not subject to such reporting requirements. The Company will use its best efforts not to take any action or file any document (whether or not permitted by the 1933 Act or the 1934 Act or the rules thereunder) to terminate or suspend such registration under the 1934 Act or to terminate or suspend its reporting and filing obligations under said acts until two (2) years after the Closing End Date. Until the earlier of the resale of the Common Stock by each SubscriberEnd Date, the Company will use its best efforts to continue the listing or quotation of the Common Stock on a Principal Market the OTC Bulletin Board and will comply in all respects with the Company’s reporting, filing and other obligations under the bylaws or rules of the Principal MarketOTC Bulletin Board. The Company agrees to timely file a Form D with respect to the Securities if required under Regulation D, if required, D and to provide a copy thereof to each Subscriber GPMUS promptly after such filing.
Appears in 1 contract
Samples: Option to Purchase and Purchase Agreement (Big Bear Mining Corp.)
Filing Requirements. From the date of this Agreement and until the sooner last to occur of (i) two (2) years after the second Closing Date, or (ii) until all the Shares and Warrant Shares have been resold or transferred by all the Subscribers pursuant to the Registration Statement or pursuant to Rule 144, without regard to volume limitationslimitations or (iii) the Notes are no longer outstanding (the date of occurrence of the last such event being the “End Date”), the Company will (A) cause its Common Stock to be registered under Section 12(b) or 12(g) of the 1934 Act, (B) comply in all respects with its reporting and filing obligations under the 1934 Act, (BC) cause its Common Stock voluntarily comply with all reporting requirements that are applicable to continue an issuer with a class of shares registered pursuant to be registered under Section 12(b) or 12(g) of the 1934 Act, if Company is not subject to such reporting requirements, and (CD) comply with all requirements related to any registration statement filed pursuant to this Agreement. The Company will use its best efforts not to take any action or file any document (whether or not permitted by the 1933 Act or the 1934 Act or the rules thereunder) to terminate or suspend such registration under the 1934 Act or to terminate or suspend its reporting and filing obligations under said acts until two (2) years after the Closing End Date. Until the earlier of the resale of the Common Stock by each SubscriberEnd Date, the Company will use its best efforts to continue the listing or quotation of the Common Stock on a Principal Market and will comply in all respects with the Company’s 's reporting, filing and other obligations under the bylaws or rules of the Principal Market. The Company agrees to timely file a Form D with respect to the Securities if required under Regulation D, if required, D and to provide a copy thereof to each Subscriber promptly after such filing.
Appears in 1 contract
Samples: Subscription Agreement (Pay88)
Filing Requirements. From the date of this Agreement and until the sooner first to occur of (i) two (2) years after the Closing Date, or (ii) until all the Shares have been resold or transferred by all the Subscribers pursuant to the Registration Statement or pursuant to Rule 144, without regard to volume limitationslimitations or (iii) the Notes are no longer outstanding (the date of occurrence of the first such event being the "End Date"), the Company will (A) comply in all respects with its reporting and filing obligations under the 1934 Act, (B) cause its Common Stock to continue to be registered under Section 12(b) or 12(g) of the 1934 Act, (B) comply in all respects with its reporting and filing obligations under the 1934 Act, (C) voluntarily comply with all reporting requirements that are applicable to an issuer with a class of shares registered pursuant to Section 12(g) of the 1934 Act, if Company is not subject to such reporting requirements, and (CD) comply with all requirements related to any registration statement filed pursuant to this Agreement. The Company will use its best efforts not to take any action or file any document (whether or not permitted by the 1933 Act or the 1934 Act or the rules thereunder) to terminate or suspend such registration under the 1934 Act or to terminate or suspend its reporting and filing obligations under said acts until two (2) years after the Closing End Date. Until the earlier of the resale of the Common Stock by each SubscriberEnd Date, the Company will use its best efforts to continue the listing or quotation of the Common Stock on a Principal Market and will comply in all respects with the Company’s 's reporting, filing and other obligations under the bylaws or rules of the Principal Market. The Company agrees to timely file a Form D with respect to the Securities if required under Regulation D, if required, D and to provide a copy thereof to each Subscriber promptly after such filing.
Appears in 1 contract
Samples: Subscription Agreement (Stem Cell Innovations, Inc.)
Filing Requirements. From the date of this Agreement and until the sooner last to occur of (i) two (2) years after the Second Closing Date, or (ii) until all the Shares have been resold or transferred by all the Subscribers Subscriber pursuant to the Registration Statement a registration statement or pursuant to Rule 144144(b)(1)(i), without regard to volume limitationsor (iii) the Note, Warrants and Additional Investment Rights are no longer outstanding (the date of such latest occurrence being the “End Date”), the Company will (A) comply in all respects with its reporting and filing obligations under the 1934 Act, (B) cause its Common Stock to continue to be registered under Section 12(b) or 12(g) of the 1934 Act, (B) comply in all respects with its reporting and filing obligations under the 1934 Act, (C) voluntarily comply with all reporting requirements that are applicable to an issuer with a class of shares registered pursuant to Section 12(g) of the 1934 Act, if the Company is not subject to such reporting requirements, and (CD) comply with all requirements related to any registration statement filed pursuant to this Agreement. The Company will use its best efforts not to take any action or file any document (whether or not permitted by the 1933 Act or the 1934 Act or the rules thereunder) to terminate or suspend such registration under the 1934 Act or to terminate or suspend its reporting and filing obligations under said acts until two (2) years after the Closing End Date. Until the earlier of the resale of the Common Stock by each SubscriberEnd Date, the Company will use its best efforts to continue the listing or quotation of the Common Stock on a Principal Market and will comply in all respects with the Company’s reporting, filing and other obligations under the bylaws or rules of the Principal Market. The Company agrees to timely file a Form D with respect to the Securities if required under Regulation D, if required, D and to provide a copy thereof to each Subscriber promptly after such filing.
Appears in 1 contract
Samples: Subscription Agreement (Advanced Cell Technology, Inc.)
Filing Requirements. From the date of this Agreement and until the sooner of (i) two (2) years after the Closing Date, or (ii) until all the Shares Common Stock have been resold or transferred by all the Subscribers pursuant to the Registration Statement or pursuant to Rule 144, without regard to volume limitations, the Company will (A) comply in all respects with its reporting and filing obligations under the 1934 Act, (B) cause its Common Stock to continue to be registered under Section 12(b) or 12(g) of the 1934 Act, and (C) comply with all requirements related to any registration statement filed pursuant to this Agreement. The Company will use its best efforts not to take any action or file any document (whether or not permitted by the 1933 Act or the 1934 Act or the rules thereunder) to terminate or suspend such registration under the 1934 Act or to terminate or suspend its reporting and filing obligations under said acts until two (2) years after the Closing Date. Until the earlier of the resale of the Common Stock by each SubscriberSubscriber , the Company will use its best efforts to continue the listing or quotation of the Common Stock on a Principal Market and will comply in all respects with the Company’s reporting, filing and other obligations under the bylaws or rules of the Principal Market. The Company agrees to timely file a Form D with respect to the Securities if required under Regulation D, if required, and to provide a copy thereof to each Subscriber promptly after such filingD.
Appears in 1 contract
Filing Requirements. From the date of this Agreement and until the sooner last to occur of (i) two (2) years after the Closing Date, or (ii) until all the Conversion Shares have been resold or transferred by all the Subscribers pursuant to the Registration Statement a registration statement or pursuant to Rule 144144(b)(1)(i), without regard to volume limitationsor (ii) the Notes and Warrants are no longer outstanding (the date of such latest occurrence being the “End Date”), the Company will (A) cause its Common Stock to continue to be registered under the 1934 Act, (B) comply in all respects with its reporting and filing obligations under the 1934 Act, (B) cause its Common Stock to continue to be registered under Section 12(b) or 12(g) of the 1934 ActC)([omitted], and (CD) comply with all requirements related to any registration statement filed pursuant to this Agreement. The Company will use its best efforts not to take any action or file any document (whether or not permitted by the 1933 Act or the 1934 Act or the rules thereunder) to terminate or suspend such registration under the 1934 Act or to terminate or suspend its reporting and filing obligations under said acts until two (2) years after the Closing End Date. Until the earlier of the resale of the Common Stock by each SubscriberEnd Date, the Company will use its best efforts to continue the listing or quotation of the Common Stock on a Principal Market and will comply in all respects with the Company’s reporting, filing and other obligations under the bylaws or rules of the Principal Market, except as described in Section 8(b). The Company agrees to timely file a Form D with respect to the Securities if required under Regulation D, if required, D and to provide a copy thereof to each Subscriber Subscribers promptly after such filing.
Appears in 1 contract
Filing Requirements. From the date of this Agreement and until the sooner last to occur of (i) two (2) years after the Closing Date, or (ii) until all the Warrant Shares have been resold or transferred by all the Subscribers pursuant to the Registration Statement or pursuant to Rule 144, without regard to volume limitations, or (iii) the Notes are not outstanding (the date of occurrence of the last such event being the "END DATE"), the Company will (A) cause its Common Stock to be registered under Section 12(b) or 12(g) of the 1934 Act, (B) comply in all respects with its reporting and filing obligations under the 1934 Act, (BC) cause its Common Stock voluntarily comply with all reporting requirements that are applicable to continue an issuer with a class of shares registered pursuant to be registered under Section 12(b) or Section 12(g) of the 1934 Act, if the Company is not subject to such reporting requirements, and (CD) comply with all requirements related to any registration statement filed pursuant to this Agreement. The Company will use its best efforts not to take any action or file any document (whether or not permitted by the 1933 Act or the 1934 Act or the rules thereunder) to terminate or suspend such registration under the 1934 Act or to terminate or suspend its reporting and filing obligations under said acts until two (2) years after the Closing End Date. Until the earlier of the resale of the Common Stock by each SubscriberEnd Date, the Company will use its best efforts to continue the listing or quotation of the Common Stock on a Principal Market and will comply in all respects with the Company’s 's reporting, filing and other obligations under the bylaws or rules of the Principal Market. The Company agrees to timely file a Form D with respect to the Securities if required under Regulation D, if required, D and to provide a copy thereof to each Subscriber promptly after such filing.
Appears in 1 contract
Filing Requirements. From the date of this Agreement and until the sooner of (i) two (2) years after the Closing Date, or (ii) until all the Shares have Common Stock has been resold or transferred by all the Subscribers pursuant to the Registration Statement a registration statement or pursuant to Rule 144, without regard to volume limitations144(b)(1)(i) (the “End Date”), the Company will (A) comply in all respects with its reporting and filing obligations under the 1934 Act, (B) cause its Common Stock voluntarily comply with all reporting requirements that are applicable to continue an issuer with a class of shares registered pursuant to be registered under Section 12(b) or 12(g) of the 1934 Act, if the Company is not subject to such reporting requirements, and (C) comply with all requirements related to any registration statement filed pursuant to this Agreement. The Company will use its best efforts not to take any action or file any document (whether or not permitted by the 1933 Act or the 1934 Act or the rules thereunder) to terminate or suspend such registration under the 1934 Act or to terminate or suspend its reporting and filing obligations under said acts until two (2) years after the Closing End Date. Until the earlier of the resale of the Common Stock by each SubscriberEnd Date, the Company will use its best efforts to continue the listing or quotation of the Common Stock on a Principal Market and will comply in all respects with the Company’s reporting, filing and other obligations under the bylaws or rules of the Principal Market. The Company agrees to timely file a Form D with respect to the Securities if required under Regulation D, if required, D and to provide a copy thereof to each Subscriber Subscribers promptly after such filing.
Appears in 1 contract
Filing Requirements. From the date of this Agreement and until the sooner of (i) two (2) years after the Closing End Date, or (ii) until all the Shares have been resold or transferred by all the Subscribers pursuant to the Registration Statement or pursuant to Rule 144, without regard to volume limitations, the Company Borrower will (A) comply in all respects with its reporting and filing obligations under the 1934 Act, (B) cause its Common Stock to continue to be registered under Section 12(b) or 12(g) of the 1934 Act, (B) comply in all respects with its reporting and filing obligations under the 1934 Act, (C) voluntarily comply with all reporting requirements that are applicable to an issuer with a class of shares registered pursuant to Section 12(g) of the 1934 Act, if Borrower is not subject to such reporting requirements, and (CD) comply with all requirements related to any registration statement filed pursuant to this Agreementin connection with any of the Securities. The Company Borrower will use its best efforts not to take any action or file any document (whether or not permitted by the 1933 Act or the 1934 Act or the rules thereunder) to terminate or suspend such registration under the 1934 Act or to terminate or suspend its reporting and filing obligations under said acts until two three (23) years after the Closing Date. Until From the earlier date of this Agreement until the resale of the Common Stock by each SubscriberEnd Date, the Company Borrower will use its best efforts to continue the listing or quotation of the Common Stock on a Principal Market and will comply in all respects with the CompanyBorrower’s reporting, filing and other obligations under the bylaws or rules of the Principal Market. The Company Borrower agrees to timely file a Form D with respect to the Securities if required under Regulation D, if required, D and to provide a copy thereof to each Subscriber Lender promptly after such filing.
Appears in 1 contract
Filing Requirements. From the date of this Agreement and until the sooner of (i) two (2) years after the Closing Date, or (ii) until all the Shares and Warrant Shares have been resold or transferred by all the Subscribers pursuant to the Registration Statement or pursuant to Rule 144, without regard to volume limitations, the Company will (A) comply in all respects with its reporting and filing obligations under the 1934 Act, (B) cause its Common Stock to continue to be registered under Section 12(b) or 12(g) of the 1934 Act, and (C) comply with all requirements related to any registration statement filed pursuant to this Agreement. The Company will use its best efforts not to take any action or file any document (whether or not permitted by the 1933 Act or the 1934 Act or the rules thereunder) to terminate or suspend such registration under the 1934 Act or to terminate or suspend its reporting and filing obligations under said acts until two (2) years after the Closing Date. Until the earlier of the resale of the Common Stock and the Warrant Shares by each SubscriberSubscriber or two (2) years after the Warrants have been exercised, the Company will use its best efforts to continue the listing or quotation of the Common Stock on a Principal Market and will comply in all respects with the Company’s 's reporting, filing and other obligations under the bylaws or rules of the Principal Market. The Company agrees to timely file a Form D with respect to the Securities if required under Regulation D, if required, and to provide a copy thereof to each Subscriber promptly after such filing.
Appears in 1 contract