Qualification for Rule 144 Sales. The Company covenants that it will use its reasonable best efforts to file the reports required to be filed by it under the Securities Act and the Exchange Act and the rules and regulations adopted by the SEC thereunder (or, if the Issuer is not required to file such reports, it will, upon the written request of an Investor use its reasonable best efforts to make publicly available such necessary information for so long as necessary to permit sales pursuant to Rule 144 under the Securities Act), and it will use its reasonable best efforts to take any such further action as reasonably requested by any Investors, all to the extent required from time to time to enable Investors to sell Eligible Securities without Registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144, 144A or Regulation S under the Securities Act, as such Rules may be amended from time to time, or (b) any similar rule or regulation hereafter adopted by the SEC. Upon the reasonable request of any Investor, the Company will deliver to such Investor a written statement as to whether it has complied with such requirements and, if not, the specifics thereof.
Appears in 2 contracts
Samples: Registration Rights Agreement (Seritage Growth Properties), Registration Rights Agreement (Seritage Growth Properties)
Qualification for Rule 144 Sales. The Company covenants that it will use its reasonable best efforts to file the reports required to be filed by it under the Securities Act and the Exchange Act and the rules and regulations adopted by the SEC thereunder (or, if the Issuer Company is not required to file such reports, it will, upon the written request of an Investor Investor, use its reasonable best efforts to make publicly available such necessary information for so long as necessary to permit sales pursuant to Rule 144 under the Securities Act), and it will use its reasonable best efforts to take any such further action as reasonably requested by any InvestorsInvestor, all to the extent required from time to time to enable Investors to sell Eligible Securities without Registration registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144, Rule 144A or Regulation S under the Securities Act, as such Rules each may be amended from time to time, or (b) any similar rule or regulation hereafter adopted by the SEC. Upon the reasonable request of any Investor, the Company will deliver to such Investor a written statement as to whether it has complied with such requirements and, if not, the specifics thereof.
Appears in 2 contracts
Samples: Registration Rights Agreement (MGM Growth Properties LLC), Registration Rights Agreement (MGM Growth Properties LLC)
Qualification for Rule 144 Sales. The Company covenants that it will use its reasonable best efforts to file the reports required to be filed by it under the Securities Act 13 and the Exchange Act and the rules and regulations adopted by the SEC thereunder (or, if the Issuer Company is not required to file such reports, it will, upon the written request of an Investor Investor, use its reasonable best efforts to make publicly available such necessary information for so long as necessary to permit sales pursuant to Rule 144 under the Securities Act), and it will use its reasonable best efforts to take any such further action as reasonably requested by any InvestorsInvestor, all to the extent required from time to time to enable Investors to sell Eligible Securities without Registration registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144, Rule 144A or Regulation S under the Securities Act, as such Rules each may be amended from time to time, or (b) any similar rule or regulation hereafter adopted by the SEC. Upon the reasonable request of any Investor, the Company will deliver to such Investor a written statement as to whether it has complied with such requirements and, if not, the specifics thereof.
Appears in 1 contract
Samples: Registration Rights Agreement (MGM Growth Properties Operating Partnership LP)