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 the benefits of 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 registration or pursuant to a registration on Form S-3, the Company agrees to: (a) make and keep public information available, as those terms are understood and defined in Rule 144, at all times after 90 days after the effective date of the IPO or Trading Event by the Company; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act; and (c) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by the Company, and (ii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC which permits the selling of any such securities without registration or pursuant to such form.

Appears in 10 contracts

Samples: Securities Purchase Agreement (Coronado Biosciences Inc), Subscription Agreement (Coronado Biosciences Inc), Note Purchase Agreement (Coronado Biosciences Inc)

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Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders the benefits of 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 registration or pursuant to a registration on Form S-3, the Company agrees to: (a) make and keep public information available, as those terms are understood and defined in Rule 144, at all times after 90 days after the effective date of the IPO or Trading Event by the Companyregistration statement; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act; and (c) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by the Company, and (ii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC which permits the selling of any such securities without registration or pursuant to such form.

Appears in 8 contracts

Samples: Subscription Agreement (Hypersolar, Inc.), Subscription Agreement (Diet Coffee Inc), Subscription Agreement (Carbon Sciences, Inc.)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders the benefits of Rule 144 promulgated under the 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 or pursuant to a registration on Form S-3registration, the Company agrees to: (a) make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times after 90 days after the effective date of the IPO or Trading Event by the Company; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange 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, if true, that it has complied with the reporting requirements of SEC Rule 144, the Act and the 1934 Act, (ii) a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by the Company, and (iiiii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC which permits the selling of any such securities without registration or pursuant to such formregistration.

Appears in 7 contracts

Samples: Registration Rights Agreement (Foreland Corp), Registration Rights Agreement (Si Diamond Technology Inc), Registration Rights Agreement (Tanners Restaurant Group Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders Holder the benefits of Rule 144 under the Securities Act (“Rule 144”) and any other rule or regulation of the SEC Securities Exchange Commission (“Commission”) that may at any time permit a Holder to sell securities of the Company to the public without registration or pursuant to a registration on Form S-3registration, the Company agrees toshall: (a) make and keep public information available, as those terms are understood and defined in required by Rule 144, at all times after 90 days after the effective date of the IPO or Trading Event by the Companytimes; (b) file with the SEC Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act; and (c) furnish to any the 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 Rule 144, the Securities Act and the Exchange Act; (ii) a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by the Company, Company and (iiiii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC Commission which permits the selling of any such securities without registration or pursuant to such formregistration.

Appears in 6 contracts

Samples: Warrant Agreement (O2diesel Corp), Investment Warrant (O2diesel Corp), Warrant Agreement (O2diesel Corp)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders Investors the benefits of Rule 144 and any other rule or regulation of the SEC that may at any time permit a Holder the Investors to sell securities of the Company to the public without registration or pursuant to a registration on Form S-3registration, the Company agrees to: (a) make Make and keep public information available, as those terms are understood and defined in Rule 144, at all times after 90 ninety (90) days after the effective date of the IPO or Trading Event first registration statement filed by the Company;Company for the offering of its securities to the general public. (b) file File with the SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act; and. (c) furnish Furnish to any Holdereach Investor, so long as the Holder such Investor 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 90 days after the effective date of the first registration statement filed by the Company), the Securities Act and the 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 and such other reports and documents so filed by the Company, and (iiiii) such other information as may be reasonably requested in availing any Holder the Investors of any rule or regulation of the SEC which permits the selling of any such securities without registration or pursuant to such formregistration.

Appears in 4 contracts

Samples: Registration Rights Agreement (Access Pharmaceuticals Inc), Registration Rights Agreement (Access Pharmaceuticals Inc), Registration Rights Agreement (Augment Systems Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders Holder the benefits of Rule 144 under the Securities Act (“Rule 144”) and any other rule or regulation of the SEC that may at any time permit a the Holder to sell securities shares of the Company Company’s Common Stock to the public without registration or pursuant to a registration on Form S-3registration, at all times during the Warrant Term, 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 after 90 days after the effective date of the IPO or Trading Event by the Company; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act; and (c) furnish to any the Holder, so long as the Holder owns any Registrable SecuritiesShares, forthwith upon request (i) a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by the Company, and (ii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC which permits the selling of any such securities without registration or pursuant to such form.

Appears in 2 contracts

Samples: Warrant Agreement (Bioheart, Inc.), Warrant Agreement (Bioheart, Inc.)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders the benefits of Rule 144 and any other rule or regulation regula­tion of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registration or pursuant to a registration on Form S-3, the Company agrees to: (a) make and keep public information availableavail­able, as those terms are understood and defined in Rule 144, at all times after 90 days after the effective date of the IPO or Trading Event by the Company; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act; and (c) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a copy of the most recent annual or quarterly quar­ter­ly report of the Company and such other reports and documents so filed by the Company, and (ii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC which permits the selling of any such securities without registration regis­tration or pursuant to such form.

Appears in 2 contracts

Samples: Note and Warrant Purchase Agreement (Iaso Pharma Inc), Note and Warrant Purchase Agreement (Iaso Pharma Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders the benefits of 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 UST to the public without registration or pursuant to a registration on Form S-3, the Company UST agrees to: (a) 9.1. make and keep public information available, as those terms are understood and defined in Rule 144, at all times after 90 days after the effective date of the IPO or Trading Event by the Companyregistration statement filed in connection with an Acquisition; (b) 9.2. file with the SEC Commission in a timely manner all reports and other documents required of the Company UST under the Securities Act and the Exchange Act; and (c) 9.3. furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a copy of the most recent annual or quarterly report of the Company UST and such other reports and documents so filed by the CompanyUST, and (ii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC Commission which permits the selling of any such securities without registration or pursuant to such form.

Appears in 2 contracts

Samples: Registration Rights Agreement (Catcher Holdings Inc), Registration Rights Agreement (Us Telesis Holdings Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders the benefits of 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 registration or pursuant to a registration on Form S-3, the Company agrees to: (a) make and keep public information available, as those terms are understood and defined in Rule 144, at all times after 90 days after the effective date of the registration statement filed in connection with an IPO or Trading Event by the Company; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act; and (c) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by the Company, and (ii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC which permits the selling of any such securities without registration or pursuant to such form.

Appears in 2 contracts

Samples: Subscription Agreement (Ivory Capital Corp), Subscription Agreement (Ziopharm Oncology Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders the benefits of 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 registration or pursuant to a registration on Form S-3, the Company agrees to: (ai) make and keep public information available, as those terms are understood and defined in Rule 144, at all times after 90 days after the effective date of the IPO or Trading Event by the Company; (bii) file with the SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act; and (ciii) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by the Company, and (ii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC which permits the selling of any such securities without registration or pursuant to such form.

Appears in 2 contracts

Samples: Subscription Agreement (Iaso Pharma Inc), Subscription Agreement (Iaso Pharma Inc)

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Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders Shareholder the benefits of Rule 144 promulgated under the Securities Act and any other rule or regulation of the SEC that may at any time permit a Holder the Shareholder to sell securities of the Company to the public without registration or pursuant to registration, in the event that the Company becomes a registration on Form S-3reporting Company under the 1934 Act, 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 after 90 subsequent to ninety (90) days after the effective date of the IPO or Trading Event first registration statement covering 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 Securities Act and the Exchange 1934 Act; and (c) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith Fresenius upon request (i) 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 (ii) such other information Company with the SEC as may be reasonably requested in availing any Holder Fresenius of any rule or regulation of the SEC which permits permitting the selling of any such securities without registration or pursuant to such formregistration.

Appears in 1 contract

Samples: Registration Rights and Shareholder's Agreement (Dendreon Corp)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders the benefits of 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 registration or pursuant to a registration on Form S-3, the Company agrees to: (a) make and keep public information available, as those terms are understood and defined in Rule 144, at all times after 90 days after the effective date of the IPO or Trading Event by the Companyregistration statement filed in connection with an Acquisition; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act; and (c) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by the Company, and (ii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC which permits the selling of any such securities without registration or pursuant to such form.

Appears in 1 contract

Samples: Subscription Agreement (Tamarack Ventures Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders the benefits of 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 registration or pursuant to a registration on Form S-3, the Company agrees to: (a1) make and keep public information available, as those terms are understood and defined in Rule 144, at all times after 90 days after the effective date of the IPO or Trading Event by the Company; (b2) file with the SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act; and (c3) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by the Company, and (ii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC which permits the selling of any such securities without registration or pursuant to such form.

Appears in 1 contract

Samples: Subscription Agreement (Coronado Biosciences Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders Holder the benefits of Rule 144 under the Securities Act (“Rule 144”) and any other rule or regulation of the SEC Securities Exchange Commission (“Commission”) that may at any time permit a Holder to sell securities of the Company to the public without registration or pursuant to a registration on Form S-3registration, the Company agrees toshall: (a) make and keep public information available, as those terms are understood and defined in required by Rule 144, at all times after 90 days after the effective date of the IPO or Trading Event by the Companytimes; (b) file with the SEC Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the 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 Rule 144, the Securities Act and the Exchange Act; (ii) a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by the Company, Company and (iiiii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC Commission which permits the selling of any such securities without registration or pursuant to such formregistration.

Appears in 1 contract

Samples: Warrant Agreement (O2diesel Corp)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders the benefits of 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 registration or pursuant to a registration on Form S-3, the Company agrees to: (a) make and keep public information available, as those terms are understood and defined in Rule 144, at all times after 90 days after the effective date of the registration statement filed in connection with an IPO or Trading Event by the Company; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act; and (c) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a copy of the most nest recent annual or quarterly report of the Company and such other reports and documents so filed by the Company, and (ii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC which permits the selling of any such securities without registration or pursuant to such form.

Appears in 1 contract

Samples: Subscription Agreement (Innovative Drug Delivery Systems Inc)

Reports Under Securities Exchange Act of 1934. With a view to making available to the Holders the benefits of 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 registration or pursuant to a registration on Form S-3S-3 (or other applicable form), the Company agrees to: (a) make and keep public information available, as those terms are understood and defined in Rule 144, at all times after 90 days after the effective date of the IPO or Trading Event by the Companyregistration statement; (b) file with the SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act; and (c) furnish to any Holder, so long as the Holder owns any Registrable Securities, forthwith upon request (i) a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by the Company, and (ii) such other information as may be reasonably requested in availing any Holder of any rule or regulation of the SEC which permits the selling of any such securities without registration or pursuant to such form.

Appears in 1 contract

Samples: Subscription Agreement (Platinum Studios, Inc.)

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