Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") the Company agrees to: a. make and keep public information available, as those terms are understood and defined in Rule 144; 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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 of the Standby Equity Distribution Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and c. furnish to the Investor so long as the Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 35 contracts
Samples: Registration Rights Agreement (Silver Star Energy Inc), Registration Rights Agreement (Sonoran Energy Inc), Registration Rights Agreement (Edgar Filingnet Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("“Rule 144"”) the Company agrees to:
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144;
b. (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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports and other documents is as are required for by the applicable provisions of Rule 144; and
c. (c) furnish to the each Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 34 contracts
Samples: Investor Registration Rights Agreement (VIASPACE Inc.), Investor Registration Rights Agreement (Wentworth Energy, Inc.), Investor Registration Rights Agreement (I2 Telecom International Inc)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") , the Company agrees to:
a. (a) use its reasonable best efforts to make and keep public information available, as those terms are understood and defined in Rule 144;
b. (b) use its reasonable best efforts to 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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit any of the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Purchase Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and;
c. (c) furnish to the Investor so long as the Investor owns Registrable Securities, promptly upon request, (i) a written statement by the Company Company, if true, that it has complied with the reporting reporting, submission and posting requirements of Rule 144, the Securities Act 144 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 CompanyCompany with the SEC if such reports are not publicly available via XXXXX, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration; and
(d) take such additional action as is reasonably requested by the Investor to enable the Investor to sell the Registrable Securities pursuant to Rule 144, including, without limitation, delivering all such legal opinions, consents, certificates, resolutions and instructions to the Company’s Transfer Agent as may be reasonably requested from time to time by the Investor and otherwise fully cooperate with Investor and Investor’s broker to effect such sale of securities pursuant to Rule 144.
Appears in 30 contracts
Samples: Registration Rights Agreement (Humanigen, Inc), Common Stock Purchase Agreement (Humanigen, Inc), Common Stock Purchase Agreement (Bio Key International Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Buyers the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Buyers to sell securities of the Company to the public without registration ("“Rule 144"”) the Company agrees to:
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144;
b. (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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports and other documents is as are required for by the applicable provisions of Rule 144; and
c. (c) furnish to the Investor each Buyer so long as the Investor such Buyer owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Buyers to sell such securities pursuant to Rule 144 without registration.
Appears in 29 contracts
Samples: Registration Rights Agreement (NewGen Technologies, Inc), Registration Rights Agreement (Pacer Health Corp), Registration Rights Agreement (Advanced Viral Research Corp)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") the Company agrees to:
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144;
b. (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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports and other documents is as are required for by the applicable provisions of Rule 144; and
c. (c) furnish to the each Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 26 contracts
Samples: Investor Registration Rights Agreement (Silver Star Energy Inc), Investor Registration Rights Agreement (Compliance Systems Corp), Registration Rights Agreement (Eyi Industries Inc.)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("“Rule 144"”) the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. furnish to the Investor so long as the Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 22 contracts
Samples: Registration Rights Agreement (Unicorp Inc /New), Registration Rights Agreement (China Automotive Systems Inc), Registration Rights Agreement (Unicorp Inc /New)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("“Rule 144"”) the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Drawdown Equity Distribution Financing Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. furnish to the Investor so long as the Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 18 contracts
Samples: Registration Rights Agreement (Aqualiv Technologies, Inc.), Registration Rights Agreement (Aqualiv Technologies, Inc.), Registration Rights Agreement (Evcarco, Inc.)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") , the Company agrees to:
a. (a) use its commercially reasonable efforts to make and keep public information available, as those terms are understood and defined in Rule 144;
b. (b) use its commercially reasonable efforts to 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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit any of the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Purchase Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and;
c. (c) furnish to the Investor so long as the Investor owns Registrable Securities, promptly upon request, (i) a written statement by the Company Company, if true, that it has complied with the reporting reporting, submission and posting requirements of Rule 144, the Securities Act 144 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 CompanyCompany with the Commission if such reports are not publicly available via XXXXX, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration; and
(d) take such additional action as is reasonably requested by the Investor to enable the Investor to sell the Registrable Securities pursuant to Rule 144, including, without limitation, delivering all such legal opinions, consents, certificates, resolutions and instructions to the Company’s transfer agent as may be reasonably requested from time to time by the Investor and otherwise fully cooperate with Investor and Investor’s broker to effect such sale of securities pursuant to Rule 144.
Appears in 18 contracts
Samples: Registration Rights Agreement (Klotho Neurosciences, Inc.), Securities Purchase Agreement (TNL Mediagene), Ordinary Share Purchase Agreement (TNL Mediagene)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("“ Rule 144"144 ”) the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Reserve Equity Distribution Financing Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. furnish to the Investor so long as the Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 16 contracts
Samples: Registration Rights Agreement (Xun Energy, Inc.), Registration Rights Agreement (ORION FINANCIAL GROUP Inc), Registration Rights Agreement (Xun Energy, Inc.)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule RULE 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 5(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents as is required for the applicable provisions of Rule 144; and
c. b. furnish to the each Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 15 contracts
Samples: Warrant Shares Registration Rights Agreement (Bam Entertainment Inc), Registration Rights Agreement (Gadzoox Networks Inc), Common Stock Registration Rights Agreement (Bam Entertainment Inc)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") registration, and as a material inducement to the Investor’s purchase of the Promissory Notes, the Company agrees torepresents, warrants, and covenants to the following:
a. make (a) The Company is subject to the reporting requirements of section 13 or 15(d) of the Exchange Act and keep public information availablehas filed all required reports under section 13 or 15(d) of the Exchange Act during the 12 months prior to the date hereof (or for such shorter period that the issuer was required to file such reports), as those terms are understood and defined in Rule 144;other than Form 8-K reports.
b. (b) During the Registration Period, the Company shall file with the SEC in a timely manner all required reports and other documents required under section 13 or 15(d) of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Purchase Agreement) and the filing of such reports shall conform to the requirement of the Exchange Act and other documents is required the SEC for the applicable provisions of Rule 144; andfiling thereunder.
c. (c) The Company shall furnish to the Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 12 contracts
Samples: Registration Rights Agreement (Inception Growth Acquisition LTD), Registration Rights Agreement (Prairie Operating Co.), Registration Rights Agreement (Soluna Holdings, Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("“Rule 144") ”), and as a material inducement to the Investor’s purchase of the Convertible Debentures, the Company agrees torepresents, warrants, and covenants to the following:
a. make (a) The Company is subject to the reporting requirements of section 13 or 15(d) of the Exchange Act and keep public information availablehas filed all required reports under section 13 or 15(d) of the Exchange Act during the 12 months prior to the date hereof (or for such shorter period that the issuer was required to file such reports), as those terms are understood and defined in Rule 144;other than Form 8-K reports
b. (b) During the Registration Period, the Company shall file with the SEC in a timely manner all required reports and other documents required under section 13 or 15(d) of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports shall conform to the requirement of the Exchange Act and other documents is required the SEC for the applicable provisions of Rule 144; andfiling thereunder.
c. (c) The Company shall furnish to the Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 9 contracts
Samples: Registration Rights Agreement (ReTo Eco-Solutions, Inc.), Registration Rights Agreement (AnPac Bio-Medical Science Co., Ltd.), Registration Rights Agreement (ReTo Eco-Solutions, Inc.)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("“Rule 144"”) the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. furnish to the Investor so long as the Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 8 contracts
Samples: Registration Rights Agreement (Stragenics, Inc.), Registration Rights Agreement (Frozen Food Gift Group, Inc), Registration Rights Agreement (Alternative Energy Partners, Inc.)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("“Rule 144") ”), and as a material inducement to the Investor’s purchase of the Convertible Debentures, the Company agrees torepresents, warrants, and covenants to the following:
a. make (a) The Company is subject to the reporting requirements of section 13 or 15(d) of the Exchange Act and keep public information availablehas filed all required reports under section 13 or 15(d) of the Exchange Act during the 12 months prior to the date hereof (or for such shorter period that the issuer was required to file such reports), as those terms are understood and defined in Rule 144;other than Form 8-K reports
b. (b) During the Registration Period, the Company shall file with the SEC in a timely manner all required reports and other documents required under section 13 or 15(d) of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports shall conform to the requirement of the Exchange Act and other documents is required the SEC for the applicable provisions of Rule 144; andfiling thereunder.
c. (c) The Company shall furnish to the Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 7 contracts
Samples: Registration Rights Agreement (Kona Gold Beverage, Inc.), Registration Rights Agreement (Electromedical Technologies, Inc), Registration Rights Agreement (Generation Alpha, Inc.)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Investor to sell securities of the Company to the public without registration ("Rule 144") registration, and as a material inducement to the Investor’s purchase of the Convertible Debentures, the Company agrees torepresents, warrants, and covenants to the following:
a. make (a) The Company is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act and keep public information availablehas filed all required reports under Section 13 or 15(d) of the Exchange Act during the 12 months prior to the date hereof (or for such shorter period that the issuer was required to file such reports), as those terms are understood and defined in Rule 144;other than Form 8-K reports.
b. (b) During the Registration Period, the Company shall file with the SEC in a timely manner all required reports and other documents required under Section 13 or 15(d) of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports shall conform to the requirement of the Exchange Act and other documents is required the SEC for the applicable provisions of Rule 144; andfiling thereunder.
c. (c) The Company shall furnish to the Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 7 contracts
Samples: Registration Rights Agreement (EShallGo Inc.), Registration Rights Agreement (Beneficient), Registration Rights Agreement (Kidpik Corp.)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("“Rule 144"”) the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Investment Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. furnish to the Investor so long as the Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 7 contracts
Samples: Registration Rights Agreement (Lode-Star Mining Inc.), Registration Rights Agreement (Rainbow Coral Corp.), Registration Rights Agreement (Aristocrat Group Corp.)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") registration, and as a material inducement to the Investor’s purchase of the Convertible Debentures, the Company agrees torepresents, warrants, and covenants to the following:
a. make (a) The Company is subject to the reporting requirements of section 13 or 15(d) of the Exchange Act and keep public information availablehas filed all required reports under section 13 or 15(d) of the Exchange Act during the 12 months prior to the date hereof (or for such shorter period that the issuer was required to file such reports), as those terms are understood and defined in Rule 144;other than Form 8-K reports.
b. (b) During the Registration Period, the Company shall file with the SEC in a timely manner all required reports and other documents required under section 13 or 15(d) of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports shall conform to the requirement of the Exchange Act and other documents is required the SEC for the applicable provisions of Rule 144; andfiling thereunder.
c. (c) The Company shall furnish to the Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 7 contracts
Samples: Registration Rights Agreement (Rubicon Technologies, Inc.), Registration Rights Agreement (Rubicon Technologies, Inc.), Registration Rights Agreement (Rubicon Technologies, Inc.)
Reports Under the Exchange Act. With a view to making available to the Investor Holders the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC Commission that may at any time permit the Investors Holders to sell securities of the Company to the public without registration ("Rule 144") registration, the Company agrees to use reasonable best efforts to:
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144;
b. (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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Purchase Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. (c) furnish to the Investor each Holder so long as the Investor such Holder owns Registrable Securities, promptly upon request, (i) a written statement by the Company Company, if true, 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 CompanyCompany if such reports are not publicly available via EXXXX, and (iii) such other information as may be reasonably requested to permit the Investor Holders to sell such securities pursuant to Rule 144 without registration.
Appears in 7 contracts
Samples: Registration Rights Agreement (InsPro Technologies Corp), Registration Rights Agreement (InsPro Technologies Corp), Registration Rights Agreement (InsPro Technologies Corp)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("“Rule 144") ”), the Company agrees to:
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144;
b. (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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution CEF Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. (c) furnish to the Investor so long as the Investor owns Registrable Securities, promptly 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, ; and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registrationregistration and without any limitations or restrictions.
Appears in 6 contracts
Samples: Registration Rights Agreement (Intellicell Biosciences, Inc.), Registration Rights Agreement (Bluefire Renewables, Inc.), Registration Rights Agreement (Progressive Care Inc.)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule RULE 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. b. furnish to the each Investor so long as the such Investor owns shares of Preferred Stock, Warrants or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to under Rule 144 without registration.
Appears in 6 contracts
Samples: Registration Rights Agreement (Henley Healthcare Inc), Registration Rights Agreement (Henley Healthcare Inc), Registration Rights Agreement (Insite Vision Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Purchasers the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors each Purchaser to sell securities of the Company to the public public, so long as the Registration Statement is effective and such Purchaser holds Registrable Securities, without registration ("Rule “RULE 144") ”), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. i. file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 of the Standby Equity Distribution Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. ii. furnish to the Investor each Purchaser so long as the Investor such Purchaser owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Purchasers to sell such securities pursuant to under Rule 144 without registration.
Appears in 5 contracts
Samples: Warrant Agreement (Idera Pharmaceuticals, Inc.), Warrant Agreement (Idera Pharmaceuticals, Inc.), Registration Rights Agreement (Idera Pharmaceuticals, Inc.)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("“Rule 144") ”), and as a material inducement to the Investor’s purchase of the Convertible Debentures, the Company agrees torepresents, warrants, and covenants to the following:
a. make (a) The Company is subject to the reporting requirements of section 13 or 15(d) of the Exchange Act and keep public information availablehas filed all required reports under section 13 or 15(d) of the Exchange Act during the 12 months prior to the date hereof (or for such shorter period that the issuer was required to file such reports), as those terms are understood and defined in Rule 144;other than Form 6-K reports.
b. (b) During the Registration Period, the Company shall file with the SEC in a timely manner all required reports and other documents required under section 13 or 15(d) of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports shall conform to the requirements of the Exchange Act and other documents is required the SEC for the applicable provisions of Rule 144; andfiling thereunder.
c. (c) The Company shall furnish to the Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 5 contracts
Samples: Registration Rights Agreement (Molecular Data Inc.), Registration Rights Agreement (Dragon Victory International LTD), Registration Rights Agreement (Dragon Victory International LTD)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule RULE 144") the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 of the Standby Equity Distribution Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. furnish to the Investor so long as the Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 5 contracts
Samples: Registration Rights Agreement (Enclaves Group Inc), Registration Rights Agreement (AcuNetx, Inc.), Registration Rights Agreement (Nitar Tech Corp.)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. b. furnish to the each Investor so long as the such Investor owns shares of Preferred Stock, Warrants or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to under Rule 144 without registration.
Appears in 5 contracts
Samples: Registration Rights Agreement (National Media Corp), Registration Rights Agreement (Accent Color Sciences Inc), Registration Rights Agreement (Netplex Group Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Buyers the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Buyers to sell securities of the Company to the public without registration ("Rule 144") the Company agrees to:
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144;
b. (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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports and other documents is as are required for by the applicable provisions of Rule 144; and
c. (c) furnish to the Investor each Buyer so long as the Investor such Buyer owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Buyers to sell such securities pursuant to Rule 144 without registration.
Appears in 4 contracts
Samples: Registration Rights Agreement (Locateplus Holdings Corp), Registration Rights Agreement (Certo Group Corp.), Registration Rights Agreement (Harvey Electronics Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Purchasers the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Purchasers to sell securities of the Company to the public without registration ("Rule 144") ), the Company agrees to, -------- so long as such Purchaser beneficially owns (without giving effect to any limitations on the conversion or exercise thereof) Registrable Securities:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. file 8.1 File with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4.3 of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. furnish 8.2 Furnish to the Investor so long as the Investor owns Registrable Securities, each Purchaser promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Purchasers to sell such securities pursuant to Rule 144 without registration.
Appears in 4 contracts
Samples: Registration Rights Agreement (Saflink Corp), Registration Rights Agreement (Saflink Corp), Registration Rights Agreement (Saflink Corp)
Reports Under the Exchange Act. With a view to making available to Investor and the Investor other Holders the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation certain rules and regulations of the SEC that which may at any time permit the Investors to sell securities sale of the Company Registrable Securities to the public without registration ("Rule 144") registration, the Company agrees agrees, so long as there are outstanding Registrable Securities, to use commercially reasonable efforts to:
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144;
b. (b) file with the SEC in a timely manner all reports and other documents required as the SEC may prescribe under Section 13(a) or 15(d) of the Company under the Securities Act and the Exchange Act so long as at any time while the Company remains is subject to such reporting requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 of the Standby Equity Distribution Agreement) Exchange Act and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. (c) furnish to the Investor each Holder so long as the Investor such Holder owns Registrable Securities, promptly upon request, (i) a written statement by the Company Company, if true, 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 4 contracts
Samples: Registration Rights Agreement (General Electric Co), Registration Rights Agreement (Neogenomics Inc), Registration Rights Agreement (General Electric Co)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule RULE 144") the Company agrees to:
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144;
b. (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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports and other documents is as are required for by the applicable provisions of Rule 144; and
c. (c) furnish to the each Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 4 contracts
Samples: Investor Registration Rights Agreement (Radial Energy, Inc.), Investor Registration Rights Agreement (Newgold Inc), Registration Rights Agreement (Nanoscience Technologies Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Buyer the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") , the Company agrees to:
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144;
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 144 for so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 any Holder of the Standby Equity Distribution Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144Registrable Securities holds Registrable Securities; and
c. (b) furnish to the Investor Buyer so long as the Investor such Buyer owns Registrable Securities, as promptly as commercially reasonable upon request, : (i) a written statement by the Company Company, if true or applicable, that it has complied in all material respects 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 CompanyCompany (it being understood that if such documents are available via the Commission’s website, such documents need not be provided), and (iii) such other information as may be reasonably requested to permit the Investor Buyer to sell such securities pursuant to Rule 144 without registration, it being understood and agreed that the foregoing shall not constitute an obligation of the Company to remain publicly reporting under the Exchange Act.
(c) The Company specifically acknowledges and agrees that a breach of this Section 8 shall be deemed an Event of Default under the Note.
Appears in 4 contracts
Samples: Registration Rights Agreement (Hispanica International Delights of America, Inc.), Registration Rights Agreement (Hispanica International Delights of America, Inc.), Registration Rights Agreement (Innovus Pharmaceuticals, Inc.)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Investor to sell securities of the Company to the public without registration ("Rule 144") registration, and as a material inducement to the Investor’s purchase of the Promissory Notes, the Company agrees torepresents, warrants, and covenants to the following:
a. make (a) The Company is subject to the reporting requirements of section 13 or 15(d) of the Exchange Act and keep public information availablehas timely filed all required reports under section 13 or 15(d) of the Exchange Act during the 12 months prior to the date hereof (or for such shorter period that the issuer was required to file such reports), as those terms are understood and defined in Rule 144;other than Form 8-K reports.
b. (b) During the Registration Period, the Company shall file with the SEC in a timely manner all required reports and other documents required under section 13 or 15(d) of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Purchase Agreement) and the filing of such reports shall conform to the requirement of the Exchange Act and other documents is required the SEC for the applicable provisions of Rule 144; andfiling thereunder.
c. (c) The Company shall furnish to the Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 4 contracts
Samples: Registration Rights Agreement (Lytus Technologies Holdings PTV. Ltd.), Registration Rights Agreement (ConnectM Technology Solutions, Inc.), Registration Rights Agreement (Nukkleus Inc.)
Reports Under the Exchange Act. With a view to making available The Company represents, warrants, and covenants to the Investor following:
(a) The Company is subject to the benefits reporting requirements of Rule 144 promulgated under the Securities Act section 13 or any similar rule or regulation 15(d) of the SEC that may at any time permit the Investors to sell securities Exchange Act and has filed all required reports under section 13 or 15(d) of the Company Exchange Act during the 12 months prior to the public without registration date hereof ("Rule 144"or for such shorter period that the issuer was required to file such reports), other than Form 8-K reports.
(b) During the Registration Period, the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. shall file with the SEC in a timely manner all required reports and other documents required under section 13 or 15(d) of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Purchase Agreement) and the filing of such reports shall conform to the requirement of the Exchange Act and other documents is required the SEC for the applicable provisions of Rule 144; andfiling thereunder.
c. (c) The Company shall furnish to the Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 3 contracts
Samples: Registration Rights Agreement (Intrusion Inc), Standby Equity Purchase Agreement (Intrusion Inc), Registration Rights Agreement (Spectaire Holdings Inc.)
Reports Under the Exchange Act. With a view to making available to the Investor Holders the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC Commission that may at any time permit the Investors Holders to sell securities of the Company to the public without registration ("Rule 144") registration, the Company agrees to use reasonable best efforts to:
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144;
b. (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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Purchase Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. (c) furnish to the Investor each Holder so long as the Investor such Holder owns Registrable Securities, promptly upon request, (i) a written statement by the Company Company, if true, 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 CompanyCompany if such reports are not publicly available via XXXXX, and (iii) such other information as may be reasonably requested to permit the Investor Holders to sell such securities pursuant to Rule 144 without registration.
Appears in 3 contracts
Samples: Registration Rights Agreement (InsPro Technologies Corp), Registration Rights Agreement (Health Benefits Direct Corp), Registration Rights Agreement (Health Benefits Direct Corp)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. b. furnish to the each Investor so long as the such Investor owns Debentures, Warrants or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 3 contracts
Samples: Registration Rights Agreement (Knickerbocker L L Co Inc), Securities Purchase Agreement (Icc Technologies Inc), Registration Rights Agreement (Base Ten Systems Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Purchasers the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Purchasers to sell securities of the Company to the public without registration ("Rule 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. file 8.1 File with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4.3 of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. furnish 8.2 Furnish to the Investor each Purchaser so long as the Investor owns such Purchaser holds Preferred Stock or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Purchasers to sell such securities pursuant to Rule 144 without registration.
Appears in 3 contracts
Samples: Registration Rights Agreement (Intellicall Inc), Registration Rights Agreement (Intellicall Inc), Securities Purchase Agreement (Intellicall Inc)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Investor to sell securities of the Company to the public without registration ("“Rule 144"”) the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. furnish to the Investor so long as the Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 3 contracts
Samples: Registration Rights Agreement (Power of the Dream Ventures Inc), Registration Rights Agreement (Advanced Life Sciences Holdings, Inc.), Registration Rights Agreement (Power of the Dream Ventures Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule RULE 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. b. furnish to the each Investor so long as the such Investor owns shares of Preferred Stock, Warrants or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Accent Software International LTD), Securities Purchase Agreement (Accent Software International LTD), Securities Purchase Agreement (Accent Software International LTD)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Investor to sell securities of the Company to the public without registration ("Rule 144") registration, and as a material inducement to the Investor’s purchase of the Promissory Notes, the Company agrees torepresents, warrants, and covenants to the following:
a. make (a) The Company is subject to the reporting requirements of section 13 or 15(d) of the Exchange Act and keep public information availablehas filed all required reports under section 13 or 15(d) of the Exchange Act during the 12 months prior to the date hereof (or for such shorter period that the issuer was required to file such reports), as those terms are understood and defined in Rule 144;other than Form 6-K reports.
b. (b) During the Registration Period, the Company shall file with the SEC in a timely manner all required reports and other documents required under section 13 or 15(d) of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Purchase Agreement) and the filing of such reports shall conform to the requirement of the Exchange Act and other documents is required the SEC for the applicable provisions of Rule 144; andfiling thereunder.
c. (c) The Company shall furnish to the Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 3 contracts
Samples: Registration Rights Agreement (Next.e.GO N.V.), Registration Rights Agreement (Next.e.GO N.V.), Registration Rights Agreement (Next.e.GO N.V.)
Reports Under the Exchange Act. With a view to making available to the Investor Holders the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC Commission that may at any time permit the Investors Holders to sell securities of the Company to the public without registration ("Rule 144") ), the Company agrees to:
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144;
b. (b) at such time as the Company becomes subject to the reporting requirements of the Exchange Act, file with the SEC Commission in a timely manner all annual reports on Form 10-K, and other documents quarterly reports on Form 10-Q required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 of the Standby Equity Distribution Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. (c) furnish to the Investor each Holder so long as the Investor such Holder owns Registrable Securities, promptly upon written request, (i) a written statement by the Company Company, if true, 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, and (iii) such other information as may be reasonably requested to permit the Investor Holders to sell such securities pursuant to Rule 144 without registration.
Appears in 3 contracts
Samples: Registration Rights Agreement (Forsythe Group Two, Inc), Registration Rights Agreement (Red Oak Concepts, Inc.), Registration Rights Agreement (Option Placement, Inc.)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("“Rule 144"”) the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Drawdown Equity Distribution Financing Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. furnish to the Investor so long as the Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration. Investor acknowledges that no re-sale of the Registrable Securities under Rule 144 will be available until all conditions set forth in Rule 144(i) have been satisfied.
Appears in 3 contracts
Samples: Registration Rights Agreement (Sunvalley Solar, Inc.), Registration Rights Agreement (Sunvalley Solar, Inc.), Registration Rights Agreement (Sunvalley Solar, Inc.)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") registration, and as a material inducement to the Investor’s purchase of the Convertible Debentures, the Company agrees torepresents, warrants, and covenants to the following:
a. make (a) The Company is subject to the reporting requirements of section 13 or 15(d) of the Exchange Act and keep public information availablehas filed all required reports under section 13 or 15(d) of the Exchange Act during the 12 months prior to the date hereof (or for such shorter period that the issuer was required to file such reports), as those terms are understood and defined in Rule 144;other than Form 6-K reports.
b. (b) During the Registration Period, the Company shall file with the SEC in a timely manner all required reports and other documents required under section 13 or 15(d) of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports shall conform to the requirements of the Exchange Act and other documents is required the SEC for the applicable provisions of Rule 144; andfiling thereunder.
c. (c) The Company shall furnish to the Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (uCloudlink Group Inc.), Registration Rights Agreement (Jiuzi Holdings, Inc.)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("“Rule 144") ”), and as a material inducement to the Investor’s purchase of the Convertible Debentures, the Company agrees torepresents, warrants, and covenants to the following:
a. make (a) The Company is subject to the reporting requirements of section 13 or 15(d) of the Exchange Act and keep public information availablehas filed all required reports under section 13 or 15(d) of the Exchange Act during the 12 months prior to the date hereof (or for such shorter period that the issuer was required to file such reports), as those terms are understood and defined in Rule 144;other than Form 8-K reports.
b. (b) During the Registration Period, the Company shall file with the SEC in a timely manner all required reports and other documents required under section 13 or 15(d) of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports shall conform to the requirement of the Exchange Act and other documents is required the SEC for the applicable provisions of Rule 144; andfiling thereunder.
c. (c) The Company shall furnish to the Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (Galaxy Next Generation, Inc.), Registration Rights Agreement (Seedo Corp.)
Reports Under the Exchange Act. With a view to making available to the Investor Purchasers the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Purchasers to sell securities of the Company to the public without registration ("Rule RULE 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. file 8.1 File with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4.3 of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. furnish 8.2 Furnish to the Investor each Purchaser so long as the Investor owns such Purchaser holds Preferred Stock, Warrants or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Purchasers to sell such securities pursuant to Rule 144 without registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (Valence Technology Inc), Registration Rights Agreement (Valence Technology Inc)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Investor to sell securities of the Company to the public without registration ("Rule 144") registration, and as a material inducement to the Investor’s purchase of the Promissory Notes, the Company agrees torepresents, warrants, and covenants to the following:
a. make (a) The Company is subject to the reporting requirements of section 13 or 15(d) of the Exchange Act and keep public information availablehas timely filed all required reports under section 13 or 15(d) of the Exchange Act during the 12 months prior to the date hereof (or for such shorter period that the issuer was required to file such reports), as those terms are understood and defined in Rule 144;other than Form 8-K reports.
b. (b) During the Registration Period, the Company shall file with the SEC in a timely manner all required reports and other documents required under section 13 or 15(d) of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Purchase Agreement) and the filing of such reports shall conform to the requirement of the Exchange Act and other documents is required the SEC for the applicable provisions of Rule 144; andfiling thereunder.
c. (c) The Company shall furnish to the Investor so long as the Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (Powell Max LTD), Registration Rights Agreement (Powell Max LTD)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") registration, and as a material inducement to the Investor’s purchase of the Promissory Notes, the Company agrees torepresents, warrants, and covenants to the following:
a. make (a) The Company is subject to the reporting requirements of section 13 or 15(d) of the Exchange Act and keep public information availablehas filed all required reports under section 13 or 15(d) of the Exchange Act during the 12 months prior to the date hereof (or for such shorter period that the issuer was required to file such reports), as those terms are understood and defined in Rule 144;other than Form 8-K reports.
b. (b) During the Registration Period, the Company shall file with the SEC in a timely manner all required reports and other documents required under section 13 or 15(d) of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Purchase Agreement) and the filing of such reports shall conform to the requirements in all material respects of the Exchange Act and other documents is required the SEC for the applicable provisions of Rule 144; andfiling thereunder.
c. (c) The Company shall furnish to the Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (Celularity Inc), Standby Equity Purchase Agreement (Celularity Inc)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("“Rule 144"”) the Company agrees to, during the terms of the Investment Agreement:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Investment Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. furnish to the Investor so long as the Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (Axxess Pharma Inc.), Registration Rights Agreement (Axxess Pharma Inc.)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. (a) file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. (b) furnish to the each Investor so long as the such Investor owns Notes, Warrants or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to under Rule 144 without registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (P Com Inc), Registration Rights Agreement (P Com Inc)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Investor to sell securities of the Company to the public without registration ("“Rule 144"”) the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 6.03 of the Standby Equity Distribution Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. furnish to the Investor so long as the Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (Rxi Pharmaceuticals Corp), Registration Rights Agreement (Jag Media Holdings Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or and any similar other rule or regulation of the SEC that may at any time permit the Investors a holder to sell securities of the Company to the public without registration ("Rule 144") registration, the Company agrees to use commercially reasonable efforts to:
a. (a) make and keep public current information available, as those terms are understood and defined in Rule 144;
b. (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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144144 ; and
c. (c) furnish to each Investor, unless otherwise available at no charge by access electronically to the Investor SEC’s Electronic Data Gathering, Analysis, and Retrieval system (or successor thereto), so long as the such Investor owns Registrable Securities, promptly 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 to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (Great Elm Group, Inc.), Registration Rights Agreement (Great Elm Capital Group, Inc.)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. (a) file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. (b) furnish to the each Investor so long as the such Investor owns holds Notes, Warrants or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to under Rule 144 without registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (Waverider Communications Inc), Registration Rights Agreement (Waverider Communications Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule RULE 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. b. furnish to the each Investor so long as the such Investor owns Debentures, Common Shares or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Palomar Medical Technologies Inc), Registration Rights Agreement (Palomar Medical Technologies Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. (a) file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. (b) furnish to the each Investor so long as the such Investor owns holds Preferred Stock or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the such Investor to sell such securities pursuant to under Rule 144 without registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (P Com Inc), Registration Rights Agreement (P Com Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule RULE 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. b. furnish to the each Investor so long as the such Investor owns shares of Preferred Stock or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (Palomar Medical Technologies Inc), Securities Purchase Agreement (Palomar Medical Technologies Inc)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Investor to sell securities of the Company to the public without registration ("Rule 144") registration, and as a material inducement to the Investor’s purchase of the Convertible Debentures, the Company agrees torepresents, warrants, and covenants to the following:
a. make (a) The Company is subject to the reporting requirements of section 13 or 15(d) of the Exchange Act and keep public information availablehas filed all required reports under Section 13 or 15(d) of the Exchange Act during the 12 months prior to the date hereof (or for such shorter period that the issuer was required to file such reports), as those terms are understood and defined in Rule 144;other than Form 8-K reports.
b. (b) During the Registration Period, the Company shall file with the SEC in a timely manner all required reports and other documents required under Section 13 or 15(d) of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports shall conform to the requirement of the Exchange Act and other documents is required the SEC for the applicable provisions of Rule 144; andfiling thereunder.
c. (c) The Company shall furnish to the Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (Rubicon Technologies, Inc.), Registration Rights Agreement (Xos, Inc.)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") the Company agrees to:: ---------
a. make (a) Make and keep public information available, as those terms are understood and defined in Rule 144;
b. file (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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Exchange Agreement) and the filing of such reports and other documents is as are required for by the applicable provisions of Rule 144; and
c. furnish (c) Furnish to the each Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 2 contracts
Samples: Investor Registration Rights Agreement (Charys Holding Co Inc), Securities Exchange Agreement (Charys Holding Co Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. (i) file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. (ii) furnish to the each Investor so long as the such Investor owns shares of Preferred Stock, Warrants or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to under Rule 144 without registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (Lifepoint Inc), Registration Rights Agreement (Lifepoint Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("“Rule 144") ”), and as a material inducement to the Investor’s purchase of the Notes, the Company agrees torepresents, warrants, and covenants to the following:
a. make (a) The Company is subject to the reporting requirements of section 13 or 15(d) of the Exchange Act and keep public information availablehas filed all required reports under section 13 or 15(d) of the Exchange Act during the 12 months prior to the date hereof (or for such shorter period that the issuer was required to file such reports), as those terms are understood and defined in Rule 144;other than Form 8-K reports
b. (b) During the Registration Period, the Company shall file with the SEC in a timely manner all required reports and other documents required under section 13 or 15(d) of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports shall conform to the requirement of the Exchange Act and other documents is required the SEC for the applicable provisions of Rule 144; andfiling thereunder.
c. (c) The Company shall furnish to the Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (Powerbridge Technologies Co., Ltd.), Registration Rights Agreement (Powerbridge Technologies Co., Ltd.)
Reports Under the Exchange Act. With a view to making available to the Investor Holders the benefits of Rule 144 promulgated under the Securities Act or and any similar other rule or regulation of the SEC that may at any time permit the Investors a Holder to sell securities of the Company to the public without registration ("Rule 144") or pursuant to a registration on Form S-3, the Company agrees to, following the initial Public Offering following the date hereof:
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144144 under the Securities Act;
b. (b) remain registered under the Exchange Act and 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 Act; and
(c) furnish to any Holder, so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 of the Standby Equity Distribution Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. furnish to the Investor so long as the Investor Holder owns any Registrable Securities, promptly forthwith upon request, 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 Act144 or that it qualifies as a registrant whose securities may be resold pursuant to Form S-3 (at any time it so qualifies), (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 (iii) such other information as may be reasonably requested to permit in availing any Holder of any rule or regulation of the Investor to sell SEC which permits the selling of any such securities without registration or pursuant to Rule 144 without registrationsuch form.
Appears in 2 contracts
Samples: Registration Rights Agreement (Charter Urs LLC), Registration Rights Agreement (United Road Services Inc)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Investor to sell securities of the Company to the public without registration ("Rule 144") registration, and as a material inducement to the Investor’s purchase of the Convertible Debentures, the Company agrees torepresents, warrants, and covenants to the following:
a. make (a) The Company is subject to the reporting requirements of Section 13 or 15(d) of the Exchange Act and keep public information availablehas filed all required reports under Section 13 or 15(d) of the Exchange Act during the 12 months prior to the date hereof (or for such shorter period that the issuer was required to file such reports), as those terms are understood and defined in Rule 144;other than Form 6-K reports.
b. (b) During the Registration Period, the Company shall file with the SEC in a timely manner all required reports and other documents required under Section 13 or 15(d) of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Purchase Agreement) and the filing of such reports shall conform to the requirement of the Exchange Act and other documents is required the SEC for the applicable provisions of Rule 144; andfiling thereunder.
c. (c) The Company shall furnish to the Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 2 contracts
Samples: Reciprocal Standby Equity Purchase Agreement (SMX (Security Matters) Public LTD Co), Registration Rights Agreement (Lionheart III Corp)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("“Rule 144") ”), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. (a) file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. (b) furnish to the each Investor so long as the such Investor owns holds Preferred Stock, Warrants or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the such Investor to sell such securities pursuant to under Rule 144 without registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (Wave Wireless Corp), Registration Rights Agreement (Wave Wireless Corp)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") the Company agrees to:
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144;
b. (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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 of the Standby Equity Distribution Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. (c) furnish to the Investor so long as the Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (Healthrenu Medical Inc), Registration Rights Agreement (Sensor System Solutions Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. (a) file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. (b) furnish to the each Investor so long as the such Investor owns Warrants or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably reasonable requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (Us Data Authority Inc), Registration Rights Agreement (Ab Financial Services LLC)
Reports Under the Exchange Act. With a view to making available to the Investor Purchasers the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Purchasers to sell securities of the Company to the public without registration ("Rule 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. file 8.1 File with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4.3 of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. furnish 8.2 Furnish to the Investor each Purchaser so long as the Investor owns such Purchaser holds Preferred Stock, Warrants or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Purchasers to sell such securities pursuant to Rule 144 without registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (Starbase Corp), Registration Rights Agreement (Pharmos Corp)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Investor to sell securities of the Company to the public without registration ("“Rule 144"”) the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Committed Equity Distribution Facility Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. furnish to the Investor so long as the Investor owns Registrable Securities, promptly 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, Act and (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 (iii) any such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (Solar Wind Energy Tower, Inc.), Registration Rights Agreement (Solar Wind Energy Tower, Inc.)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities 1933 Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule RULE 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. file (a) File with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities 1933 Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4.3 of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. furnish (b) Furnish to the each Investor so long as the such Investor owns holds Preferred Shares, Warrants or Registrable Securities, promptly upon request, (i) a written statement by the Company that it has complied with the reporting requirements of Rule 144, the Securities 1933 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 (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (Excelsior Henderson Motorcycle Manufacturing Co), Registration Rights Agreement (Excelsior Henderson Motorcycle Manufacturing Co)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") registration, and as a material inducement to the Investor’s purchase of the Promissory Note, the Company agrees torepresents, warrants, and covenants to the following:
a. make (a) The Company is subject to the reporting requirements of section 13 or 15(d) of the Exchange Act and keep public information availablehas filed all required reports under section 13 or 15(d) of the Exchange Act during the 12 months prior to the date hereof (or for such shorter period that the issuer was required to file such reports), as those terms are understood and defined in Rule 144;other than Form 8-K reports.
b. (b) During the Registration Period, the Company shall file with the SEC in a timely manner all required reports and other documents required under section 13 or 15(d) of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Purchase Agreement) and the filing of such reports shall conform to the requirement of the Exchange Act and other documents is required the SEC for the applicable provisions of Rule 144; andfiling thereunder.
c. (c) The Company shall furnish to the Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 2 contracts
Samples: Registration Rights Agreement (Vsee Health, Inc.), Registration Rights Agreement (Digital Health Acquisition Corp.)
Reports Under the Exchange Act. With a view to making available to the Investor Purchasers the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Purchasers to sell securities of the Company to the public without registration ("“Rule 144") ”), the Company agrees to, so long as such Purchaser beneficially owns (without giving effect to any limitations on the conversion or exercise thereof) Registrable Securities:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. file 8.1 File with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 4.3 of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. furnish 8.2 Furnish to the Investor so long as the Investor owns Registrable Securities, each Purchaser promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Purchasers to sell such securities pursuant to Rule 144 without registration.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Private Media Group Inc), Securities Purchase Agreement (Private Media Group Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("“Rule 144"”) the Company agrees to:
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144;
b. (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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports and other documents is as are required for by the applicable provisions of Rule 144; and
c. (c) furnish to the each Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Samples: Investor Registration Rights Agreement (McKenzie Bay International LTD)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule RULE 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase and Exchange Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. furnish to the each Investor so long as the such Investor owns the Preferred Stock or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Samples: Registration Rights Agreement (Interactive Magic Inc /Nc/)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
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 so long as the Company remains subject to such requirements (it being understood that nothing notl1ing herein shall limit the Company's obligations under Section 6.3 of the Standby Equity Distribution Investment Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. furnish to the Investor so long as the Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Samples: Registration Rights Agreement (North American Oil & Gas Corp.)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule RULE 144") ), the Company agrees to:
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144;
b. (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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. (c) furnish to the each Investor so long as the such Investor owns Registrable Securities, promptly 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, Act and (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 (iii) such other information as may be reasonably requested to permit the Investor investors to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Samples: Registration Rights Agreement (La Jolla Pharmaceutical Co)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule RULE 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. b. furnish to the each Investor so long as the such Investor owns Notes, Warrrants or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration. To the extent any of the foregoing is available under the SEC's XXXXX filing system, such document shall be deemed to have been delivered to an Investor.
Appears in 1 contract
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule RULE 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. (i) file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. (ii) furnish to the each Investor so long as the such Investor owns shares of Preferred Stock, Warrants or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to under Rule 144 without registration.
Appears in 1 contract
Reports Under the Exchange Act. With a view to making available to the Investor Lenders the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Lenders to sell securities of the Company to the public without registration ("Rule 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Loan Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. b. furnish to the each Investor so long as the such Investor owns Warrants or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Lenders to sell such securities pursuant to under Rule 144 without registration.
Appears in 1 contract
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. b. furnish to the each Investor so long as the such Investor owns Notes, Warrants or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Samples: Registration Rights Agreement (Lumenon Innovative Lightwave Technology Inc)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("“Rule 144"”) 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;
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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. furnish to the Investor so long as the Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Samples: Registration Rights Agreement (Marshall Edwards Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") the Company agrees to:
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144;
b. (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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports and other documents is as are required for by the applicable provisions of Rule 144; and
c. (c) furnish to the Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Samples: Investor Registration Rights Agreement (Smartire Systems Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. A. file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. B. furnish to the each Investor so long as the such Investor owns Debentures, Warrants or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Samples: Securities Purchase Agreement (Knickerbocker L L Co Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Holders the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of 144, the Company to agrees that so long as the public without registration Registrable Securities remain outstanding:
("Rule 144"a) the Company agrees to:
a. make shall use its reasonable efforts to timely file all reports required to be filed with the SEC pursuant to the Exchange Act, and keep public information available, the Company shall not terminate its status as those terms are understood an issuer required to file reports under the Exchange Act even if the Exchange Act or the rules and defined in Rule 144regulations thereunder would permit such termination;
b. (b) the Company shall use its reasonable efforts to file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as to the Company remains subject to such requirements (it being understood extent that nothing herein shall limit the Company's obligations under Section 6.3 of the Standby Equity Distribution Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Holders to sell Registrable Securities under Rule 144; and
c. (c) the Company shall furnish to the Investor so long as the Investor owns Registrable Securitieseach Holder, promptly 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 CompanyCompany with the SEC, and (iii) such other publicly available information as may be reasonably requested to permit the Investor Holders to sell such securities pursuant to Rule 144 without registration144.
Appears in 1 contract
Samples: Registration Rights Agreement (Smtek International Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors investors to sell securities of the Company to the public without registration ("Rule 144") ), the Company agrees to:
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144;
b. (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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 of the Standby Equity Distribution Stock Purchase Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. (c) furnish to the each Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. (a) file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Asset Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. (b) furnish to the each Investor so long as the such Investor owns holds Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the such Investor to sell such securities pursuant to under Rule 144 without registration.
Appears in 1 contract
Reports Under the Exchange Act. With a view to making available to the Investor Buyers the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Buyers to sell securities of the Company to the public without registration ("“Rule 144"”) the Company agrees to:
a. : make and keep public information available, as those terms are understood and defined in Rule 144;
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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports and other documents is as are required for by the applicable provisions of Rule 144; and
c. and furnish to the Investor each Buyer so long as the Investor such Buyer owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Buyers to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Samples: Registration Rights Agreement (Neomedia Technologies Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. (a) file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. (b) furnish to the each Investor so long as the such Investor owns Registrable Securitiesholds any Notes or Warrants, promptly 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, and (iii) such other information as may be reasonably requested to permit the such Investor to sell such securities pursuant to under Rule 144 without registration.
Appears in 1 contract
Samples: Registration Rights Agreement (Inkine Pharmaceutical Co Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Buyers the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Buyers to sell securities of the Company to the public without registration ("“Rule 144"”) the Company agrees to:
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144;
b. (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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 4(c) of the Standby Equity Distribution Additional Securities Purchase Agreement) and the filing of such reports and other documents is as are required for by the applicable provisions of Rule 144; and
c. (c) furnish to the Investor each Buyer so long as the Investor such Buyer owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Buyers to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Reports Under the Exchange Act. With a view to making available to the Investor Lenders the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Lenders to sell securities of the Company to the public without registration ("“Rule 144") ”), the Company agrees to:
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144;
b. (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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 of the Standby Equity Distribution Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. (c) furnish to the Investor each Lender so long as the Investor such Lender owns Registrable Securities, promptly upon request, (i) a written statement by the Company Company, if true, 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; provided, that any such item which is available on the SEC’s EXXXX System (or successor thereto) need not be furnished in physical form and (iii) such other information as may be reasonably requested to permit the Investor Lenders to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") the Company agrees to:
a. : make and keep public information available, as those terms are understood and defined in Rule 144;
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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports and other documents is as are required for by the applicable provisions of Rule 144; and
c. and furnish to the each Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Samples: Investor Registration Rights Agreement (Teleplus Enterprises Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule RULE 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Investors own Registrable Securities and so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's Company?s obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. b. furnish to the each Investor so long as the such Investor owns Warrants or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Samples: Registration Rights Agreement (Think New Ideas Inc)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("“Rule 144"”) the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. and furnish to the Investor so long as the Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule RULE 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. (a) file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. (b) furnish to the each Investor so long as the such Investor owns holds Preferred Stock, Warrants or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the such Investor to sell such securities pursuant to under Rule 144 without registration.
Appears in 1 contract
Reports Under the Exchange Act. With a view to making available to the Investor Buyers the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Buyers to sell securities of the Company to the public without registration ("“Rule 144"”) the Company agrees to use its commercially reasonable efforts to:
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144;
b. (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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports and other documents is as are required for by the applicable provisions of Rule 144; and
c. (c) furnish to the Investor each Buyer so long as the Investor such Buyer owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Buyers to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Samples: Registration Rights Agreement (Startech Environmental Corp)
Reports Under the Exchange Act. With a view to making available to the Investor Holders the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC Commission that may at any time permit the Investors Holders to sell securities of the Company to the public without registration ("“Rule 144") ”), the Company agrees to, so long as any Holder owns any Shares :
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144;
b. (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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 of the Standby Equity Distribution Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. (c) furnish to the Investor each Holder so long as the Investor such Holder owns Registrable Securities, promptly upon request, (i) a written statement by the Company Company, if true, 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, if such reports are not available on the SEC’s XXXXX filing system and (iii) such other information as may be reasonably requested to permit the Investor Holders to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Samples: Registration Rights Agreement (Harbin Electric, Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. (a) file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. (b) furnish to the each Investor so long as the such Investor owns holds Warrants or Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the such Investor to sell such securities pursuant to under Rule 144 without registration.
Appears in 1 contract
Samples: Registration Rights Agreement (Inkine Pharmaceutical Co Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Buyer the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Buyer to sell securities of the Company to the public without registration ("“Rule 144"”) the Company agrees to:
a. make (a) Make and keep public information available, as those terms are understood and defined in Rule 144;
b. file (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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 Paragraph 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports and other documents is as are required for by the applicable provisions of Rule 144; and
c. furnish (c) Furnish to the each Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Buyer to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Samples: Securities Purchase Agreement (Global Earth Energy, Inc.)
Reports Under the Exchange Act. With a view to making available to the Investor Shareholders the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Shareholders to sell securities of the Company to the public without registration ("Rule RULE 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. (a) file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 of the Standby Equity Distribution Agreement) and the filing and availability of such reports and other documents as is required for the applicable provisions of Rule 144; and
c. (b) furnish to the Investor each Shareholder so long as the Investor such Shareholder owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Shareholders to sell such securities pursuant to Rule 144 without registration. Upon request, the Company shall deliver a written statement to holders of Registrable Securities who so request as to whether it has complied with the terms of this provision and if not specifics of the same.
Appears in 1 contract
Samples: Registration Rights Agreement (Bam Entertainment Inc)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule RULE 144") the Company agrees to:
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144;
b. ; (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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports and other documents is as are required for by the applicable provisions of Rule 144; and
c. (c) furnish to the each Investor so long as the such Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Samples: Investor Registration Rights Agreement (U.S. Helicopter CORP)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") the Company agrees to:: Rule 144;
a. make and keep public information available, as those terms are understood and defined in Rule 144;in
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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. furnish to the Investor so long as the Investor owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Samples: Registration Rights Agreement (Las Vegas Railway Express, Inc.)
Reports Under the Exchange Act. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("Rule 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. file with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and
c. b. furnish to the each Investor so long as the such Investor owns Preferred Shares, Warrants or Registrable Securities, promptly 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 other report of the Company and such other reports and documents so filed by the Company, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Reports Under the Exchange Act. With a view to making available to the Investor Buyers the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors Buyers to sell securities of the Company to the public without registration ("Rule RULE 144") the Company agrees to:
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144;
b. (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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 4(c) of the Standby Equity Distribution Securities Purchase Agreement) and the filing of such reports and other documents is as are required for by the applicable provisions of Rule 144; and
c. (c) furnish to the Investor each Buyer so long as the Investor such Buyer owns Registrable Securities, promptly 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, and (iii) such other information as may be reasonably requested to permit the Investor Buyers to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Samples: Investor Registration Rights Agreement (City Network Inc)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("“Rule 144") ”), for so long as the Investor owns any Registrable Securities, the Company agrees to:
a. (a) make and keep public information available, as those terms are understood and defined in Rule 144;
b. (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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution CEF Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. (c) furnish to the Investor so long as the Investor owns Registrable Securities, promptly 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, ; and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registrationregistration and without any limitations or restrictions.
Appears in 1 contract
Reports Under the Exchange Act. With a view to making available to the Investor Purchasers the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the SEC that may at any time permit the Investors Purchasers to sell securities of the Company to the public without registration ("Rule 144") ), the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
b. file (a) File with the SEC in a timely manner and make and keep available all reports and other documents required of the Company under the Securities Act and the Exchange Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's obligations under Section 6.3 of the Standby Equity Distribution Agreement) and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and;
c. furnish (b) Furnish to the Investor each Purchaser so long as the Investor owns Company is not subject to Section 13 or 15(d) of the Exchange Act, such other information necessary for compliance with Rule 144(c)(2) of the Exchange Act; and
(c) Furnish to each Purchaser so long as such Purchaser holds Registrable Securities, promptly upon request, (i) a written statement by the Company that it has complied with the reporting requirements of Rule 144, the Securities Act 144 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, and (iii) such other information as may be reasonably requested to permit the Investor Purchasers to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Samples: Registration Rights Agreement (Alphanet Solutions Inc)
Reports Under the Exchange Act. With a view to making available to the Investor the benefits of Rule 144 promulgated under the Securities Act or any similar rule or regulation of the SEC that may at any time permit the Investors to sell securities of the Company to the public without registration ("“Rule 144"”) the Company agrees to:
a. make and keep public information available, as those terms are understood and defined in Rule 144;
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 so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company's ’s obligations under Section 6.3 of the Standby Equity Distribution Line Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and
c. furnish to the Investor so long as the Investor owns Registrable SecuritiesShares, promptly upon requestrequest (except to the extent available on the SEC XXXXX system), (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, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.
Appears in 1 contract
Samples: Registration Rights Agreement (China Shoe Holdings, Inc.)
