Furnishing of Information; Public Information. Until no Purchaser owns Securities, the Company covenants to maintain the registration of the ADSs under Section 12(b) of the Exchange Act and to timely file (or obtain extensions in respect thereof and file within the applicable grace period) all reports required to be filed by the Company after the date hereof pursuant to the Exchange Act even if the Company is not then subject to the reporting requirements of the Exchange Act. As long as any Purchaser owns Securities, if the Company is not required to file reports pursuant to the Exchange Act, it will prepare and furnish to the Purchasers and make publicly available in accordance with Rule 144(c) such information as is required for the Purchasers to sell the Securities, including without limitation, under Rule 144. The Company further covenants that it will take such further action as any holder of Securities may reasonably request, to the extent required from time to time to enable such Person to sell such Securities without registration under the Securities Act, including without limitation, within the requirements of the exemption provided by Rule 144.
Appears in 15 contracts
Samples: Securities Purchase Agreement (Foresight Autonomous Holdings Ltd.), Placement Agency Agreement (Nano Dimension Ltd.), Placement Agency Agreement (Nano Dimension Ltd.)
Furnishing of Information; Public Information. Until no Purchaser owns no Securities, the Company covenants to maintain the registration of the ADSs Common Stock under Section 12(b) of the Exchange Act and to timely file (or obtain extensions in respect thereof and file within the applicable grace period) all reports required to be filed by the Company after the date hereof pursuant to the Exchange Act even if the Company is not then subject to the reporting requirements of the Exchange Act. As long as any Purchaser owns any Securities, if the Company is not required to file reports pursuant to the Exchange Act, it will prepare and furnish to the Purchasers Purchaser and make publicly available in accordance with Rule 144(c) such information as is required for the Purchasers Purchaser to sell the Securities, including without limitation, under Rule 144. The Company further covenants that it will take such further action as any holder of Securities may reasonably request, to the extent required from time to time to enable such Person to sell such Securities without registration under the Securities Act, including without limitation, within the requirements of the exemption provided by Rule 144.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Quantum Computing Inc.), Securities Purchase Agreement (Quantum Computing Inc.), Securities Purchase Agreement (Quantum Computing Inc.)
Furnishing of Information; Public Information. Until no Purchaser Lender owns Securities, the Company covenants to maintain the registration of the ADSs Common Stock under Section 12(b) or 12(g) of the Exchange Act and to timely file (or obtain extensions in respect thereof and file within the applicable grace period) all reports required to be filed by the Company after the date hereof pursuant to the Exchange Act even if the Company is not then subject to the reporting requirements of the Exchange Act. As long as any Purchaser Lender owns Securitiesthe Shares, if the Company is not required to file reports pursuant to the Exchange Act, it will prepare and furnish to the Purchasers such Lender and make publicly available in accordance with Rule 144(c) such information as is required for the Purchasers such Lender to sell the SecuritiesShares, including without limitation, under Rule 144. The Company further covenants that it will take such further action as any holder of Securities such Lender may reasonably request, to the extent required from time to time to enable such Person Lender to sell such Securities Shares without registration under the Securities Act, including without limitation, within the requirements of the exemption provided by Rule 144.
Appears in 2 contracts
Samples: Exchange Agreement (Venus Concept Inc.), Exchange Agreement (Venus Concept Inc.)
Furnishing of Information; Public Information. Until no Purchaser owns Securities, the Company covenants to maintain the registration of the ADSs under Section 12(b) or 12(g) of the Exchange Act and to timely file (or obtain extensions in respect thereof and file within the applicable grace period) all reports required to be filed by the Company after the date hereof pursuant to the Exchange Act even if the Company is not then subject to the reporting requirements of the Exchange Act. As long as any Purchaser owns Securities, if the Company is not required to file reports pursuant to the Exchange Act, it will prepare and furnish to the Purchasers and make publicly available in accordance with Rule 144(c) such information as is required for the Purchasers to sell the Securities, including without limitation, under Rule 144. The Company further covenants that it will take such further action as any holder of Securities may reasonably request, to the extent required from time to time to enable such Person to sell such Securities without registration under the Securities Act, including without limitation, within the requirements of the exemption provided by Rule 144.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Foresight Autonomous Holdings Ltd.), Securities Purchase Agreement (Cellect Biotechnology Ltd.)
Furnishing of Information; Public Information. Until no Purchaser owns Securities, the Company covenants to maintain the registration of the ADSs Common Stock under Section 12(b) or 12(g) of the Exchange Act and to timely file (or obtain extensions in respect thereof and file within the applicable grace period) all reports required to be filed by the Company after the date hereof pursuant to the Exchange Act even if the Company is not then subject to the reporting requirements of the Exchange Act. As long as any Purchaser owns Securitiesthe Closing Shares, if the Company is not required to file reports pursuant to the Exchange Act, it will prepare and furnish to the Purchasers such Purchaser and make publicly available in accordance with Rule 144(c) such information as is required for the Purchasers such Purchaser to sell the SecuritiesClosing Shares, including without limitation, under Rule 144. The Company further covenants that it will take such further action as any holder of Securities such Purchaser may reasonably request, to the extent required from time to time to enable such Person Purchaser to sell such Securities Closing Shares without registration under the Securities Act, including without limitation, within the requirements of the exemption provided by Rule 144.
Appears in 1 contract
Furnishing of Information; Public Information. Until the earlier of the time that no Purchaser owns SecuritiesSecurities and the second anniversary of the date of this Agreement, the Company covenants to maintain the registration of the ADSs Common Stock under Section 12(b) or 12(g) of the Exchange Act and to timely file (or obtain extensions in respect thereof and file within the applicable grace period) all reports required to be filed by the Company after the date hereof pursuant to the Exchange Act even if the Company is not then subject to the reporting requirements of the Exchange Act. As long as any Purchaser owns Securities, if the Company is not required to file reports pursuant to the Exchange Act, it will prepare and furnish to the Purchasers and make publicly available in accordance with Rule 144(c) such information information, if any, as is required for the Purchasers to sell the Securities, including without limitation, Securities under Rule 144. The Company further covenants that it will take such further action as any holder of Securities may reasonably request, to the extent required from time to time to enable such Person to sell such Securities without registration under the Securities Act, including without limitation, Act within the requirements of the exemption provided by Rule 144.
Appears in 1 contract
Furnishing of Information; Public Information. Until no Purchaser Holder owns Securities, the Company covenants to maintain the registration of the ADSs Common Stock under Section 12(b) or 12(g) of the Exchange Act and to timely file (or obtain extensions in respect thereof and file within the applicable grace period) all reports required to be filed by the Company after the date hereof pursuant to the Exchange Act even if the Company is not then subject to the reporting requirements of the Exchange Act. As long as any Purchaser Holder owns Securitiesthe Closing Shares, if the Company is not required to file reports pursuant to the Exchange Act, it will prepare and furnish to the Purchasers such Holder and make publicly available in accordance with Rule 144(c) such information as is required for the Purchasers such Holder to sell the SecuritiesClosing Shares, including without limitation, under Rule 144. The Company further covenants that it will take such further action as any holder of Securities such Holder may reasonably request, to the extent required from time to time to enable such Person Holder to sell such Securities Closing Shares without registration under the Securities Act, including without limitation, within the requirements of the exemption provided by Rule 144.
Appears in 1 contract
Furnishing of Information; Public Information. Until no Purchaser owns no Securities, the Company covenants to maintain the registration of the ADSs Common Shares under Section 12(b) of the Exchange Act and to timely file (or obtain extensions in respect thereof and file within the applicable grace period) all reports required to be filed by the Company after the date hereof pursuant to the Exchange Act even if the Company is not then subject to the reporting requirements of the Exchange Act. As long as any Purchaser owns any Securities, if the Company is not required to file reports pursuant to the Exchange Act, it will prepare and furnish to the Purchasers Purchaser and make publicly available in accordance with Rule 144(c) such information as is required for the Purchasers Purchaser to sell the Securities, including without limitation, under Rule 144. The Company further covenants that it will take such further action as any holder of Securities may reasonably request, to the extent required from time to time to enable such Person to sell such Securities without registration under the Securities Act, including without limitation, within the requirements of the exemption provided by Rule 144.
Appears in 1 contract
Samples: Securities Purchase Agreement (Tiziana Life Sciences LTD)
Furnishing of Information; Public Information. Until the time that no Purchaser owns Securities, the Company covenants to use its reasonable best efforts to maintain the registration of the ADSs Common Stock under Section 12(b) or 12(g) of the Exchange Act and to timely file (or obtain extensions in respect thereof and file within the applicable grace period) all reports required to be filed by the Company after the date hereof pursuant to the Exchange Act even if the Company is not then subject to the reporting requirements of the Exchange Act. As long as any Purchaser owns Securities, if the Company is not required to file reports pursuant to the Exchange Act, it will prepare and furnish to the Purchasers and make publicly available in accordance with Rule 144(c) ), such information information, if any, as is required for the Purchasers to sell the Securities, including without limitation, Securities under Rule 144. The Company further covenants that it will take such further action as any holder of Securities may reasonably request, to the extent required from time to time to enable such Person to sell such Securities without registration under the Securities Act, including without limitation, within the requirements of the exemption provided by Rule 144. The foregoing covenants of the Company in this Section 4.3 will not apply with respect to any Purchaser that beneficially owns less than 2% of the Securities purchased by such Purchaser pursuant to this Agreement.
Appears in 1 contract
Samples: Securities Purchase Agreement (Northfield Laboratories Inc /De/)