Common use of Reports Under Securities Exchange Act of 1934 Clause in Contracts

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registration, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the Company; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (c) furnish to any Holder forthwith upon request a written statement by the Company that it has complied with the reporting requirements of Rule 144 (at any time after ninety (90) days after the effective date of said first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents so filed by the Company as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting the selling of any such securities without registration.

Appears in 7 contracts

Samples: Stockholders Agreement (Ollie's Bargain Outlet Holdings, Inc.), Stockholders Agreement (Ollie's Bargain Outlet Holdings, Inc.), Stockholders Agreement (Amscan Holdings Inc)

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Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registration, the Company agrees to use its best efforts to: (a) use its reasonable efforts to make and keep public information available, as those terms are understood and defined in Rule 144, at all times subsequent to after ninety (90) days after the effective closing date of the first registration statement covering a Public Offering filed by the Company; (b) use its reasonable efforts to file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (c) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request request: (i) a written statement by the Company that it has complied with the reporting requirements of Rule 144 (at any time after ninety (90) days after the effective closing date of said the first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), ; (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company Company; and (iii) such other information as may be reasonably requested in availing order to permit any Holder to avail itself of any rule or regulation of the SEC permitting or any state securities authority which permits the selling of any such securities without registrationregistration or pursuant to such form.

Appears in 7 contracts

Samples: Piggyback Registration Rights Agreement (Focus Enhancements Inc), Piggyback Registration Rights Agreement (Focus Enhancements Inc), Piggyback Registration Rights Agreement (Focus Enhancements Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registrationregistration or pursuant to a registration on Form F-3, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the Companyits Initial public offering; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (c) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144 (at any time after ninety (90) days after the effective date of said the first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), or that it qualifies as a registrant whose securities may be resold pursuant to Form F-3 (at any time after it so qualifies), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company Company, and (iii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting that permits the selling of any such securities without registrationregistration or pursuant to such form.

Appears in 6 contracts

Samples: Registration Rights Agreement (China Technology Development Group Corp), Registration Rights Agreement (China Technology Development Group Corp), Registration Rights Agreement (China Technology Development Group Corp)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees holders of Registrable Stock the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC Securities and Exchange Commission that may at any time permit a Holder holder to sell securities of the Company to the public without registration, the Company agrees to use its reasonable best efforts to: (a1) make and keep public information available, as those terms are understood and defined in Rule 144, at all times subsequent to ninety (90) 90 days after the effective date of the first registration statement covering a Public Offering an underwritten public offering filed by the Company; (b2) file with the SEC Securities and Exchange Commission in a timely manner all reports and other documents required of the Company under the 1933 Act and the Securities Exchange Act of 1934 (the "1934 Act"); and (c3) furnish to any Holder holder so long as such holder owns any of the Registrable Stock forthwith upon request a written statement by the Company that it has complied with the reporting requirements of Rule 144 (at any time after ninety (90) 90 days after the effective date of said first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents so filed by the Company as may be reasonably requested in availing any Holder holder of any rule or regulation of the SEC Securities and Exchange Commission permitting the selling of any such securities without registration.

Appears in 4 contracts

Samples: Warrant Agreement (Wilshire Technologies Inc), Warrant Agreement (Advanced Materials Group Inc), Springing Warrant (Advanced Materials Group Inc)

Reports Under Securities Exchange Act of 1934. With a view to --------------------------------------------- making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registration, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times subsequent to after ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the CompanyCompany for the offering of its securities to the general public; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (c) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144 (at any time after ninety (90) days after the effective date of said the first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company Company, and (iii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting which permits the selling of any such securities without registration.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Crossworlds Software Inc), Stock Purchase Agreement (Crossworlds Software Inc), Stock Purchase Agreement (Crossworlds Software Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registration, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering an underwritten public offering filed by the Company; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; , and (c) furnish to any Holder so long as such Holder owns any of the Registrable Securities forthwith upon request a written statement by the Company that it has complied with the reporting requirements of Rule 144 (at any time after ninety (90) days after the effective date of said first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents so filed by the Company as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting the selling of any such securities without registration.

Appears in 3 contracts

Samples: Registration Rights Agreement (Globecomm Systems Inc), Registration Rights Agreement (Globecomm Systems Inc), Registration Rights Agreement (Globecomm Systems Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees Stockholder the benefits of Rule 144 145 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder Stockholder to sell securities of the Company to the public without registrationregistration or pursuant to a registration on Form S-3, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the Companytimes; (b) take such action as is necessary to enable the Stockholder to utilize Form S-3 for the sale of its Registrable Securities; (c) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (cd) furnish to the Stockholder, so long as the Stockholder owns any Holder Registrable Securities, forthwith upon request (i) a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144 144, the Act and the 1934 Act, or that it qualifies as a registrant whose securities may be resold pursuant to Form S-3 (at any time after ninety (90) days after the effective date of said first registration statement filed by the Companywhen it so qualifies), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company Company, and (iii) such other information as may be reasonably requested in availing any Holder the Stockholder of any rule or regulation of the SEC permitting which permits the selling of any such securities without registrationregistration or pursuant to such form.

Appears in 3 contracts

Samples: Registration and Stockholder Rights Agreement (Ixys Corp /De/), Stockholders Agreement (Abb Asea Brown Boveri LTD), Merger Agreement (Paradigm Technology Inc /De/)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees Holder(s) the benefits of Rule 144 promulgated under the 1933 Securities Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registrationregistration or pursuant to a registration on Form S-3, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times subsequent so long as the Company remains subject to ninety (90the periodic reporting requirements under Sections 13 or 15(d) days after the effective date of the first registration statement covering a Public Offering filed by the CompanyExchange Act; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Securities Act and the 1934 Exchange Act; and (c) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144 (at any time after ninety (90) days after 144, the effective date of said first registration statement filed by the Company), and of the 1933 Securities Act and the 1934 Act Exchange Act, (at any time after it has become subject to such reporting requirements), ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company Company, and (iii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting which permits the selling of any such securities without registration.

Appears in 2 contracts

Samples: Registration Rights Agreement (Persistence Software Inc), Registration Rights Agreement (Persistence Software Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company Corporation to the public without registration, the Company Corporation agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in Rule 144, at all times subsequent to ninety (90) 90 days after the effective date of the first registration statement covering a Public Offering an underwritten public offering filed by the CompanyCorporation; (b) file with the SEC in a timely manner all reports and other documents documents, if any, required of the Company Corporation under the 1933 Securities Act and the 1934 Act; and (c) furnish to any Holder forthwith upon request a written statement by the Company Corporation that it has complied with the reporting requirements of Rule 144 (at any time after ninety (90) 90 days after the effective date of said first registration statement filed by the CompanyCorporation), and of the 1933 Securities Act and the 1934 Act (at any time after it has become subject to such reporting requirements), a copy of the most recent annual or quarterly report of the CompanyCorporation, and such other reports and documents so filed by the Company Corporation as may be reasonably requested in availing any Holder such holder to take advantage of any rule or regulation of the SEC permitting the selling of any such securities without registration.

Appears in 2 contracts

Samples: Registration Rights Agreement (Alnylam Pharmaceuticals, Inc.), Registration Rights Agreement (Alnylam Pharmaceuticals Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registrationregistration or pursuant to a registration on Form S-3, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the Companytimes; (b) take such action as is necessary to maintain the Holder's ability to utilize Form S-3 for the sale of their Registrable Securities; (c) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Exchange Act; and (cd) furnish to any Holder, so long as the Holder owns over one percent (1%) of the outstanding common stock of the Company, forthwith upon request (i) a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144 (at any time after ninety (90) days after 144, the effective date of said first registration statement filed by the Company), and of the 1933 Act and the 1934 Exchange Act (at any time after it has become subject to such reporting requirementsso qualifies), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company with the SEC, and (iii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting which permits the selling of any such securities without registrationregistration or pursuant to such form.

Appears in 2 contracts

Samples: Registration Rights Agreement (Ep Medsystems Inc), Registration Rights Agreement (Ep Medsystems Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registrationregistration or pursuant to a registration on Form S-3, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the Companytimes; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (c) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144 (at any time after ninety (90) days after the effective date of said the first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), or that it qualifies as a registrant whose securities may be resold pursuant to Form S-3 (at any time after it so qualifies), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company Company, and (iii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting which permits the selling of any such securities without registrationregistration or pursuant to such form.

Appears in 2 contracts

Samples: Investors' Rights Agreement (Amerigon Inc), Securities Purchase Agreement (Amerigon Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company Corporation to the public without registration, the Company Corporation agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in Rule 144, at all times subsequent to ninety (90) 90 days after the effective date of the first registration statement covering a Public Offering an underwritten public offering filed by the CompanyCorporation; (b) file with the SEC in a timely manner all reports and other documents documents, if any, required of the Company Corporation under the 1933 Securities Act and the 1934 ActAct and take such further action as the Holders may reasonably request, all to the extent required from time to time to enable the Holders to sell securities of the Corporation without registration; and (c) furnish to any Holder forthwith upon request a written statement by the Company Corporation that it has complied with the reporting requirements of Rule 144 (at any time after ninety (90) 90 days after the effective date of said first registration statement filed by the CompanyCorporation), and of the 1933 Securities Act and the 1934 Act (at any time after it has become subject to such reporting requirements), a copy of the most recent annual or quarterly report of the CompanyCorporation, and such other reports and documents so filed by the Company Corporation as may be reasonably requested in availing any Holder such holder to take advantage of any rule or regulation of the SEC permitting the selling of any such securities without registration.

Appears in 2 contracts

Samples: Registration Rights Agreement (Celgene Corp /De/), Registration Rights Agreement (Acceleron Pharma Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act (“SEC Rule 144”) and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registrationregistration or pursuant to a registration on Form F-3, the Company agrees to use its best efforts to: (a) 9.1 make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the CompanyInitial Offering; (b) 9.2 file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (c) 9.3 furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144 (at any time after ninety (90) days after the effective date of said first registration statement filed by the Company’s Initial Offering), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), or that it qualifies as a registrant whose securities may be resold pursuant to Form F-3 (at any time after it so qualifies), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company with the SEC, and (iii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting that permits the selling of any such securities without registrationregistration or pursuant to such form.

Appears in 2 contracts

Samples: Registration Rights Agreement (Macrocure Ltd.), Registration Rights Agreement (Macrocure Ltd.)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of SEC Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registrationregistration or pursuant to a registration on Form S-3, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times subsequent to ninety (90) after 90 days after the effective date of the first registration statement covering a Public Offering filed by the CompanyInitial Offering; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (c) furnish to any Holder, so long as the Holder forthwith owns any Registrable Securities, promptly upon request (i) a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144 (at any time after ninety (90) 90 days after the effective date of said first registration statement filed by the CompanyInitial Offering), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), or that it qualifies as a registrant whose securities may be resold pursuant to Form S-3 (at any time after it so qualifies), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company Company, and (iii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting that permits the selling of any such securities without registrationregistration or pursuant to such form.

Appears in 2 contracts

Samples: Investor Rights Agreement (Synta Pharmaceuticals Corp), Investor Rights Agreement (Synta Pharmaceuticals Corp)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company Corporation to the public without registration, the Company Corporation agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering an underwritten public offering filed by the CompanyCorporation; (b) file with the SEC in a timely manner all reports and other documents documents, if any, required of the Company Corporation under the 1933 Securities Act and the 1934 Act; and (c) furnish to any Holder forthwith upon request a written statement by the Company Corporation that it has complied with the reporting requirements of Rule 144 (at any time after ninety (90) days after the effective date of said first registration statement filed by the CompanyCorporation), and of the 1933 Securities Act and the 1934 Act (at any time after it has become subject to such reporting requirements), a copy of the most recent annual or quarterly report of the CompanyCorporation, and such other reports and documents so filed by the Company Corporation as may be reasonably requested in availing any such Holder to take advantage of any rule or regulation of the SEC permitting the selling of any such securities without registration.

Appears in 2 contracts

Samples: Registration Rights Agreement (Genocea Biosciences, Inc.), Registration Rights Agreement (Genocea Biosciences, Inc.)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registrationregistration or pursuant to a registration on Form S-3, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Qualified Public Offering filed by the CompanyOffering; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (c) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144 (at any time after ninety (90) days after the effective date of said the first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), or that it qualifies as a registrant whose securities may be resold pursuant to Form S-3 (at any time after it so qualifies), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company Company, and (iii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting that permits the selling of any such securities without registrationregistration or pursuant to such form.

Appears in 1 contract

Samples: Investors' Rights Agreement (Knot Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registrationregistration or pursuant to a registration on Form S-3, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times subsequent to ninety (90) days after during the effective date term of the first registration statement covering a Public Offering filed by the Companythis Agreement; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (c) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144 (at any time after ninety (90) days after the effective date of said first registration statement filed by the Company)144, and of the 1933 Act and the 1934 Act or that it qualifies as a registrant whose securities may be resold pursuant to Form S-3 (at any time after it has become subject to such reporting requirementsso qualifies), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company Company, and (iii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting which permits the selling of any such securities without registrationregistration or pursuant to such form.

Appears in 1 contract

Samples: Investors' Rights Agreement (Waste Connections Inc/De)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registration, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the Company; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (c) furnish to any Holder, so long as the Holder owns any Shares, forthwith upon request (i) a written statement by the Company Company, if true, that it has complied with the reporting requirements of SEC Rule 144 (at any time after ninety (90) days after the effective date of said the first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company Company, and (iii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting which permits the selling of any such securities without registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Techniclone International Corp)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registration, the Company agrees to use its best efforts to: (a) : make and keep public information available, as those terms are understood and defined in Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering an underwritten public offering filed by the Company; (b) ; file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (c) and furnish to any Holder so long as such Holders own any of the Registrable Securities forthwith upon request a written statement by the Company that it has complied with the reporting requirements of Rule 144 (at any time after ninety (90) days after the effective date of said first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents so filed by the Company as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting the selling of any such securities without registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Adelphia Communications Corp)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company a company to the public without registration, at any time and from time to time, the Company agrees to use its best efforts to: (a) make Make and keep public information available, as those terms are understood and defined in Rule 144 as is necessary to enable the Holders to make sales of their stock pursuant to Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the Company;; XXXXXXXX PETROLEUM CORPORATION REGISTRATION RIGHTS AGREEMENT (b) file File with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Securities Act and the 1934 Exchange Act; and (c) furnish Furnish to the Holders, so long as the Holders own any Holder Registrable Shares, forthwith upon request request, a written statement by the Company that it has complied with the reporting requirements of Rule 144 (at any time after ninety (90) days after the effective date of said first registration statement filed by the Company), and of the 1933 Securities Act and the 1934 Exchange Act (at any time after it has become subject to such reporting requirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents so filed by the Company as may be reasonably requested in availing any Holder Holders of any rule or regulation of the SEC permitting the selling of any such securities without registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Goodrich Petroleum Corp)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees Holder the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registrationregistration or pursuant to a registration on Form S-3, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the Companytimes; (b) take such action as is necessary to maintain the Holder's ability to utilize Form S-3 for the sale of their Registrable Securities; (c) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (cd) furnish to the Holder, so long as the Holder owns any Holder Registrable Securities, forthwith upon request (i) a written statement by the Company that it has complied with the reporting requirements of the SEC Rule 144 (at any time after ninety (90) days after 144, the effective date of said first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirementsso qualifies), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company with the SEC, and (iii) such other information as may be reasonably requested in availing any the Holder of any rule or regulation of the SEC permitting which permits the selling of any such securities without registrationregistration or pursuant to such form.

Appears in 1 contract

Samples: Registration Rights Agreement (Exogen Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registrationregistration or pursuant to a registration on Form F-3, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the CompanyCompany for the offering of its securities to the general public; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (c) furnish to any Holder, for so long as the Holder owns any Registrable Securities, forthwith upon request (i) a written statement by the Company that it has complied with the reporting requirements of Rule 144 (at any time after ninety (90) days after the first anniversary of the effective date of said the first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), or that it qualifies as a registrant whose securities may be resold pursuant to Form F-3 (at any time after it so qualifies), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company Company, and (iii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting that permits the selling of any such securities without registrationregistration or pursuant to such form.

Appears in 1 contract

Samples: Registration Rights Agreement (Shamir Optical Industry Ltd.)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees holders of the Restricted Securities the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC Commission that may at any time permit a Holder holder to sell securities of the Company to the public without registration, the Company agrees to use its best efforts to: (ai) make and keep public information available, as those terms are understood and defined in Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering an underwritten public offering filed by the Company; (bii) file with the SEC Commission in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (ciii) furnish to any Holder holder of Restricted Securities so long as such holder owns any of the Restricted Securities forthwith upon request a written statement by the Company that it has complied with the reporting requirements of Rule 144 (at any time after ninety (90) days after the effective date of said first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents so filed by the Company as may be reasonably requested in availing any Holder such holder of any rule or regulation of the SEC Commission permitting the selling of any such securities without registration.

Appears in 1 contract

Samples: Stock Purchase Agreement (N2k Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of 6.1 Resales Under Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registration, the Company agrees to use its best efforts to:144 (a) use its commercial best efforts to make and keep adequate current public information available, as those terms are such term is understood and defined in Rule 144, at all times subsequent to ninety (90) after 90 days after following the effective date of the first registration statement covering a Public Offering filed by the CompanyCompany under the 1933 Act for the offering of its Common Shares to the general public; (b) use its commercial best efforts, after a U.S. IPO, to file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (c) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request request: (i) a written statement by the Company that it has complied as to its compliance with the reporting requirements of Rule 144 (at any time after ninety (90) 90 days after following the effective date of said the first registration statement filed by the CompanyCompany under the 1933 Act for the offering of the Common Shares to the general public), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), or as to its qualification as a registrant whose securities may be resold pursuant to Form S-3, Form F-3 or Form F-10 (at any time after it so qualifies); (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company with the SEC; and (iii) such other documents as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting that permits the selling of any such securities Common Shares without registrationregistration or pursuant to such form.

Appears in 1 contract

Samples: Registration Rights Agreement (Adherex Technologies Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registrationregistration or pursuant to a registration on Form S-3, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times subsequent to after ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the CompanyEffective Date; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (c) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144 (at any time after ninety (90) days after the effective date of said the first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), or that it qualifies as a registrant whose securities may be resold pursuant to Form S-3 (at any time after it so qualifies), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company Company, and (iii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting that permits the selling of any such securities without registrationregistration or pursuant to such form.

Appears in 1 contract

Samples: Registration Rights Agreement (Theravance Biopharma, Inc.)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company Corporation to the public without registration, the Company Corporation agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering an underwritten public offering filed by the CompanyCorporation; (b) file with the SEC in a timely manner all reports and other documents documents, if any, required of the Company Corporation under the 1933 Securities Act and the 1934 Act; and (c) furnish to any Holder forthwith upon request a written statement by the Company Corporation that it has complied with the reporting requirements of Rule 144 (at any time after ninety (90) days after the effective date of said first registration statement filed by the CompanyCorporation), and of the 1933 Securities Act and the 1934 Act (at any time after it has become subject to such reporting requirements), a copy of the most recent annual or quarterly report of the CompanyCorporation, and such other reports and documents so filed by the Company Corporation as may be reasonably requested in availing any Holder such holder to take advantage of any rule or regulation of the SEC permitting the selling of any such securities without registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Sirtris Pharmaceuticals, Inc.)

Reports Under Securities Exchange Act of 1934. With a view to --------------------------------------------- making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registrationregistration or pursuant to a registration on Form S-3, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the Companytimes; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (c) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144 (at any time after ninety (90) days after the effective date of said the first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), or that it qualifies as a registrant whose securities may be resold pursuant to Form S-3 (at any time after it so qualifies), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company Company, and (iii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting which permits the selling of any such securities without registrationregistration or pursuant to such form.

Appears in 1 contract

Samples: Investors' Rights Agreement (Argyros George L)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Securities Act and any other rule or regulation of the SEC Commission that may at any time permit a Holder the Holders to sell securities of the Company to the public without registration, the Company agrees to use its best efforts to: (a) 6.6.1 for at least three years from the date hereof, make and keep public information available, as those terms are understood and defined in Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the Company; (b) 6.6.2 for at least three years from the date hereof, file with the SEC Commission in a timely manner all reports and other documents required of the Company under the 1933 Securities Act and the Securities and Exchange Act of 1934 (the "1934 Act"); and (c) 6.6.3 furnish to each Holder, so long as such Holder owns any Holder Registrable Securities, forthwith upon written request (a) a written statement by the Company that whether it has complied with the reporting requirements of Rule 144 (at any time after ninety (90) days after 144, the effective date of said first registration statement filed by the Company), and of the 1933 Securities Act and the 1934 Act (at any time after it has become subject to such reporting requirements), (b) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company and (c) such other information as may be reasonably requested in availing any Holder the Holders of any rule or regulation of the SEC permitting Commission which permits the selling of any such securities without registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Versant Corp)

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Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders Investors and their Permitted Transferees Brightpoint the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder Shareholder to sell securities of the Company to the public without registrationregistration or pursuant to a registration on Form F-3, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the CompanyQualified IPO; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (c) furnish to any Holder Shareholder, so long as the Shareholder owns any Registrable Securities, forthwith upon request (i) a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144 (at any time after ninety (90) days after the effective date of said the first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), or that it qualifies as a registrant whose securities may be resold pursuant to Form F-3 (at any time after it so qualifies), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company Company, and (iii) such other information as may be reasonably requested in availing any Holder Shareholder of any rule or regulation of the SEC permitting that permits the selling of any such securities without registrationregistration or pursuant to such form.

Appears in 1 contract

Samples: Sale and Purchase Agreement (Brightpoint Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees Investor the benefits of SEC Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder the Investor to sell securities of the Company to the public without registration, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times subsequent to after ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the CompanyCompany for the offering of its securities to the general public; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Securities Act and the 1934 Act; and (c) furnish to any Holder forthwith the Investor, so long as the Investor owns Shares, upon request (i) a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144 (at any time after ninety (90) days after 144, the effective date of said first registration statement filed by the Company), and of the 1933 Securities Act and the 1934 Act (at any time after it has become subject to such reporting requirements), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company Company, and (iii) such other information as may be reasonably requested in availing any Holder the Investor of any rule or regulation of the SEC permitting which permits the selling of any such securities without registrationregistration or pursuant to such plan.

Appears in 1 contract

Samples: Stock Purchase Agreement (Ilex Oncology Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registrationregistration or pursuant to a registration on Form S-3, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the Company;Initial Offering; or (b) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (c) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144 (at any time after ninety (90) days after the effective date of said the first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), or that it qualifies as a registrant whose securities may be resold pursuant to Form S-3 (at any time after it so qualifies), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company Company, and (iii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting that permits the selling of any such securities without registrationregistration or pursuant to such form.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Fibrogen Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Securities Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company Corporation to the public without registration, the Company Corporation agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering an underwritten public offering filed by the CompanyCorporation; (b) file with the SEC in a timely manner all reports and other documents required of the Company Corporation under the 1933 Securities Act and the 1934 Act; and (c) furnish to any Holder forthwith upon request a written statement by the Company Corporation that it has complied with the reporting requirements of Rule 144 (at any time after ninety (90) days after the effective date of said first registration statement filed by the CompanyCorporation), and of the 1933 Securities Act and the 1934 Act (at any time after it has become subject to such reporting requirements), a copy of the most recent annual or quarterly report of the CompanyCorporation, and such other reports and documents so filed by the Company Corporation as may be reasonably requested in availing any such Holder to take advantage of any rule or regulation of the SEC permitting the selling of any such securities without registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Enanta Pharmaceuticals Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registration, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the Company; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (c) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a written statement by the Company Company, if true, that it has complied with the reporting requirements of SEC Rule 144 (at any time after ninety (90) days after the effective date of said the first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company Company, and (iii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting which permits the selling of any such securities without registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Cortex Pharmaceuticals Inc/De/)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 144, as may be amended or any successor rule of like intent ("Rule 144"), promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registration, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the Company; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (cb) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144 (at any time after ninety (90) days after 144, the effective date of said first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), or that it qualifies as a registrant whose securities may be resold pursuant to Form S-3 (at any time after it so qualifies), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company Company, and (iii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting which permits the selling of any such securities without registrationregistration or pursuant to such form.

Appears in 1 contract

Samples: Registration Rights Agreement (Atlas Pipeline Partners Lp)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registrationregistration or pursuant to a registration on Form S-3, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the Company;; or (b) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (c) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144 (at any time after ninety (90) days after 144, the effective date of said first registration statement filed by the Company), and of the 1933 Act and the 1934 Act Act, or that it qualifies as a registrant whose securities may be resold pursuant to Form S-3 (at any time after it has become subject to such reporting requirementsso qualifies), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company Company, and (iii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting that permits the selling of any such securities without registrationregistration or pursuant to such form.

Appears in 1 contract

Samples: Registration Rights Agreement (Raining Data Corp)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees Holder the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registrationregistration or pursuant to a registration on Form S-3, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the Companytimes; (b) take such action as is necessary to maintain the Holder's ability to utilize Form S-3 for the sale of their Registrable Securities; (c) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (cd) furnish to the Holder, so long as Holder owns any Holder Registrable Securities, forthwith upon request (i) a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144 (at any time after ninety (90) days after 144, the effective date of said first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirementsso qualifies), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company with the SEC, and (iii) such other information as may be reasonably requested in availing any the Holder of any rule or regulation of the SEC permitting which permits the selling of any such securities without registrationregistration or pursuant to such form.

Appears in 1 contract

Samples: Registration Rights Agreement (Exogen Inc)

Reports Under Securities Exchange Act of 1934. With a view to making --------------------------------------------- available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registration, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering an underwritten public offering filed by the Company; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (c) furnish to any Holder so long as such Holders own any of the Registrable Securities forthwith upon request a written statement by the Company that it has complied with the reporting requirements of Rule 144 (at any time after ninety (90) days after the effective date of said first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents so filed by the Company as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting the selling of any such securities without registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Hyperion Telecommunications Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees holders of the Restricted Securities the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder holder to sell securities of the Company to the public without registration, the Company agrees to use its best efforts to: (ai) make and keep public information available, as those terms are understood and defined in Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering an underwritten public offering filed by the Company; (bii) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; , and (ciii) furnish to any Holder holder of Restricted Securities so long as such holder owns any of the Restricted Securities forthwith upon request a written statement by the Company that it has complied with the reporting requirements of Rule 144 (at any time after ninety (90) days after the effective date of said first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents so filed by the Company as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting the selling of any such securities without registration.holder of

Appears in 1 contract

Samples: Stock Purchase Agreement (N2k Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company Corporation to the public without registration, the Company Corporation agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined used in Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering an underwritten public offering filed by the CompanyCorporation; (b) file with the SEC in a timely manner all reports and other documents documents, if any, required of the Company Corporation under the 1933 Securities Act and the 1934 Act; and (c) furnish to any Holder forthwith upon request a written statement by the Company that it has complied with the reporting requirements of Rule 144 (at any time after ninety (90) days after the effective date of said first registration statement filed by the Company), and Corporation) a written statement by the Corporation that it has complied with the reporting requirements of the 1933 Act and the 1934 Act (at any time after it has become subject to for the 12 months preceding the date of such reporting requirements)request, a copy of the most recent publicly filed annual or quarterly report of the CompanyCorporation, and such other reports and documents so filed by the Company Corporation as may be reasonably requested in availing any such Holder to take advantage of any rule or regulation of the SEC permitting the selling of any such securities without registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Concert Pharmaceuticals, Inc.)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act (“SEC Rule 144”) and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registrationregistration or pursuant to a registration on Form F-3, the Company agrees to use its best efforts to: (a) 10.1 make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the CompanyInitial Offering; (b) 10.2 file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (c) 10.3 furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144 (at any time after ninety (90) days after the effective date of said first registration statement filed by the Company’s Initial Offering), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), or that it qualifies as a registrant whose securities may be resold pursuant to Form F-3 (at any time after it so qualifies), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company with the SEC, and (iii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting that permits the selling of any such securities without registrationregistration or pursuant to such form.

Appears in 1 contract

Samples: Registration Rights Agreement (Macrocure Ltd.)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registration, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the Companytimes; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act; and (c) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a written statement by the Company Company, if true, that it has complied with the reporting requirements of SEC Rule 144 (at any time after ninety (90) days after the effective date of said the first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company Company, and (iii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting which permits the selling of any such securities without registration.

Appears in 1 contract

Samples: Registration Rights Agreement (American Biomed Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees Investor the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registration, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times subsequent to after ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the CompanyCompany for the offering of its securities to the general public; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the Securities Exchange Act of 1934 (the "1934 Act"); and (c) furnish to the Investor, so long as the Investor owns any Holder Registrable Securities, forthwith upon request (1) a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144 (at any time after ninety (90) days after the effective date of said the first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject to such reporting requirements), (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company Company, and (iii) such other information as may be reasonably requested in availing any Holder the Investor of any rule or regulation of the SEC permitting which permits the selling of any such securities without registrationregistration or pursuant to such form.

Appears in 1 contract

Samples: Securities Purchase Agreement (Imageware Software Inc)

Reports Under Securities Exchange Act of 1934. With a view to ------- ----- ---------- -------- --- -- ---- making available to the Holders and their Permitted Transferees Stockholders the benefits of Rule 144 promulgated under the 1933 Act and any other rule or regulation of the SEC that may at any time permit a Holder the Stockholders to sell securities of the Company to the public without registration, the Company agrees to use its best efforts to: efforts: (ai) to make and keep public information available, as those terms are understood and defined in Rule 144, at all times subsequent times, (ii) to ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the Company; (b) file with the SEC in a timely manner all reports and other documents required to be filed by an issuer of securities registered under the Act or the 1934 Act (at any time after the Company becomes subject to such requirements), and (iii) as long as the Stockholders hold any of the Company under the 1933 Act and the 1934 Act; and (c) Shares, to furnish to in writing upon any Holder forthwith upon Stockholder's request a written statement by the Company that it has complied with the reporting requirements of Rule 144 (at any time after ninety (90) days after the effective date of said first registration statement filed by the Company), and of the 1933 Act and the 1934 Act (at any time after it has become subject Act, and to such reporting requirements), furnish to the Stockholders a copy of the most recent annual or quarterly report of the Company, and such other reports and documents so filed by the Company as may be reasonably requested in availing any Holder the Stockholders of any rule or regulation of the SEC permitting the selling of any such securities without registration.

Appears in 1 contract

Samples: Registration Rights Agreement (First International Bancorp Inc)

Reports Under Securities Exchange Act of 1934. With a view to making --------------------------------------------- available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Securities Act and any other rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registration, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in Rule 144, at all times subsequent to ninety (90) days after the effective date of the first registration statement covering a Public Offering an underwritten public offering filed by the Company; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Securities Act and the 1934 Securities Exchange Act of 1934, as amended (the "Exchange Act"); and (c) furnish to any Holder so long as such Holder owns any Registrable Securities forthwith upon request a written statement by the Company that it has complied with the reporting requirements of Rule 144 (at any time after ninety (90) days after the effective date of said first registration statement filed by the Company), and of the 1933 Securities Act and the 1934 Act (at any time after it has become subject to such reporting requirements)Exchange Act, a copy of the most recent annual or quarterly report of the Company, and such other reports and documents so filed by the Company as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting the selling of any such securities without registration.

Appears in 1 contract

Samples: Purchase Agreement (Telaxis Communications Corp)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders and their Permitted Transferees the benefits of Rule 144 promulgated under the 1933 Securities Act ("Rule 144") and any other rule or regulation of the SEC Commission that may at any time permit a Holder to sell securities of the Company to the public without registration, the Company agrees to use its best efforts toshall: (a) make and keep public information available, as those terms are understood and defined in required by Rule 144, at all times subsequent to after ninety (90) days after the effective date of the first registration statement covering a Public Offering filed by the CompanyIPO; (b) file with the SEC Commission in a timely manner all reports and other documents required of the Company under the 1933 Securities Act and the 1934 Exchange Act; and (c) furnish to any Holder, so long as such Holder owns any Convertible Securities or Registrable Securities, forthwith upon request (i) a written statement by the Company that it has complied with the reporting requirements of Rule 144 (at any time after ninety (90) days after the effective date of said first registration statement filed by the CompanyIPO), and of the 1933 Securities Act and the 1934 Exchange Act (at any time after it has become subject to such reporting requirements), ; (ii) a copy of the most recent annual or quarterly report of the Company, Company and such other reports and documents so filed by the Company Company; and (iii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC permitting Commission which permits the selling of any such securities without registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Equivest Finance Inc)

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