Common use of Reports Under the Exchange Act Clause in Contracts

Reports Under the Exchange Act. With a view to making available to the Purchasers the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the Commission that may at any time permit the 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, during the Reporting Period; (b) file with the Commission in a timely manner all reports and other documents required of the Company under the Exchange Act; and (c) furnish to the Purchasers, so long as any Purchaser owns Registrable Securities, promptly upon request during the Reporting Period: (i) a written statement by the 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 Purchasers to sell such securities pursuant to Rule 144 without registration.

Appears in 4 contracts

Samples: Note Purchase Agreement (Milestone Pharmaceuticals Inc.), Note Purchase Agreement (Heron Therapeutics, Inc. /De/), Securities Purchase Agreement (HTG Molecular Diagnostics, Inc)

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Reports Under the Exchange Act. With a view to making available to the Purchasers Holders the benefits of Rule 144 promulgated under the Securities Act or and any other similar rule or regulation of the Commission SEC that may at any time permit permits the Purchasers Holder to sell securities of the Company Registrable Securities to the public without registration (“Rule 144”)registration, the Company agrees to use commercially reasonable efforts to: (a) make 8.1 Make and keep public information available, as those terms are understood and defined in SEC Rule 144, during 144 or any similar or analogous rule promulgated under the Reporting PeriodSecurities Act; (b) file 8.2 File with the Commission SEC, in a timely manner manner, all reports and other documents required of the Company under the Securities Act and Exchange Act; and (c) furnish 8.3 Furnish to the Purchasersany Holder, so long as the Holder owns any Purchaser owns Registrable Securities, promptly upon request during the Reporting Period: (i) a written statement by the Company, if true, that it has complied with the reporting requirements of SEC Rule 144, the Securities Act and the Exchange 1934 Act, (ii) a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by the Company, and (iii) such other information as may be reasonably requested to permit in availing any Holder of any rule or regulation of the Purchasers to sell SEC which permits the selling of any such securities pursuant to Rule 144 without registration.

Appears in 4 contracts

Samples: Registration Rights Agreement (Ebank Financial Services Inc), Registration Rights Agreement (Jones Billy Ray), Registration Rights Agreement (Gross Stephen R)

Reports Under the Exchange Act. With a view to making available to the Purchasers Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the Commission SEC that may at any time permit the Purchasers 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, during the Reporting Period; (b) : file with the Commission 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; and (c) furnish to the Purchasers, Act so long as any Purchaser owns the Company remains subject to such requirements and the filing and availability of such reports and other documents is required for the applicable provisions of Rule 144; and furnish to each Investor so long as such Investor holds Notes or Registrable Securities, promptly upon request during the Reporting Period: request, (i) a written statement by the Company, if true, 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 Purchasers such Investor to sell such securities pursuant to under Rule 144 without registration.

Appears in 3 contracts

Samples: Registration Rights Agreement (Isecuretrac Corp), Registration Rights Agreement (Isecuretrac Corp), Registration Rights Agreement (Isecuretrac Corp)

Reports Under the Exchange Act. With In connection with the Programmed Sale Method, and with a view to making available to the Purchasers Seller the benefits of Rule 144 promulgated under the Securities Act (or any other similar rule or regulation of the Commission that may at any time permit the Purchasers Seller to sell securities of the Company Shares to the public without registration (“Rule 144”registration), the Company agrees to: (a) make and keep public information available, as those terms are understood and defined in Rule 144, during at all times after the Reporting Perioddate hereof; (b) file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act; and (c) furnish to the PurchasersSeller, so long as Seller owns any Purchaser owns Registrable SecuritiesShares and this Programmed Sale Method applies, promptly upon request during the Reporting Period: (i) a written statement by the Company, if true, 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 (iii) such other information as may be reasonably requested to permit in availing Seller of any rule or regulation of the Purchasers to sell Commission which permits the selling of any such securities pursuant to Rule 144 without registration.

Appears in 3 contracts

Samples: Purchase Agreement (Scansoft Inc), Plan of Distribution Agreement (Scansoft Inc), Purchase Agreement (Scansoft Inc)

Reports Under the Exchange Act. With a view to making available to the Purchasers the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the Commission that may at any time permit the 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, during the Reporting Period; (b) file with the Commission in a timely manner all reports and other documents required of the Company under the Exchange Act; and (c) furnish to the Purchasers, Purchasers so long as any Purchaser owns Registrable Securities, promptly upon request during the Reporting Period: , (i) a written statement by the 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, Company and (iii) such other information as may be reasonably requested to permit the Purchasers to sell such securities pursuant to Rule 144 without registration.

Appears in 3 contracts

Samples: Securities Purchase Agreement, Securities Purchase Agreement (Arrowhead Research Corp), Securities Purchase Agreement (Ap Pharma Inc /De/)

Reports Under the Exchange Act. With a view to making available to the Purchasers the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the Commission that may at any time permit the 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, during the Reporting Period; (b) file with the Commission in a timely manner all reports and other documents required of the Company under the Exchange Act; and (c) furnish to the Purchasers, Purchasers so long as any Purchaser owns Registrable Securities, promptly upon request during the Reporting Period: (i) a written statement by the 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 Purchasers to sell such securities pursuant to Rule 144 without registration.

Appears in 2 contracts

Samples: Securities Purchase Agreement (La Jolla Pharmaceutical Co), Securities Purchase Agreement (RXi Pharmaceuticals Corp)

Reports Under the Exchange Act. With a view to making available to the Purchasers the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the Commission that may at any time permit the Purchasers to sell securities of the Company to the public without registration (“Rule 144”), the Company agrees to: (a) make and keep “current public information information” “available, ,” as those terms are understood and defined in Rule 144, during the Reporting Period; (b) file with the Commission in a timely manner all reports and other documents required of the Company under the Exchange Act; and (c) furnish to the Purchasers, Purchasers so long as any Purchaser owns Registrable Securities, promptly upon request during the Reporting Period: , (i) a written statement by the 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, Company and (iii) such other information as may be reasonably requested to permit the Purchasers to sell such securities pursuant to Rule 144 without registration. The provisions of this Section 10.7 shall survive the termination of this Agreement.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Herschkowitz Samuel), Securities Purchase Agreement (Skyline Medical Inc.)

Reports Under the Exchange Act. With a view to making available to the Purchasers Holders the benefits of Rule 144 promulgated under the Securities Act or and any other similar rule or regulation of the Commission that may at any time permit the Purchasers a Holder to sell securities of the Company to the public without registration (“Rule 144”)registration, the Company agrees to use its best efforts to: (a) make and keep public information available, as those terms are understood and defined in Rule 144, during at all times subsequent to the Reporting Perioddate hereof; (b) file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act; and (c) furnish to the Purchasers, any Holder so long as such Holder owns any Purchaser owns of the Registrable Securities, promptly Securities forthwith upon request during the Reporting Period: (i) a written statement by of the Company, if true, Company that it has complied with the reporting requirements of Rule 144, and of the Securities Act and the Exchange ActAct (at any time after it has become subject to such reporting requirements), (ii) a copy of the most recent annual or quarterly report of the Company Company, and such other reports and documents so filed by the Company, and (iii) such other information Company as may be reasonably requested to permit in availing any Holder of any rule or regulation of the Purchasers to sell Commission permitting the selling of any such securities pursuant to Rule 144 without registration.

Appears in 2 contracts

Samples: Warrant Agreement (Planet Polymer Technologies Inc), Warrant Agreement (Planet Polymer Technologies Inc)

Reports Under the Exchange Act. With a view to making available to the Purchasers Purchaser the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the Commission that may at any time permit the Purchasers Purchaser 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, during the Reporting Period; (b) file with the Commission in a timely manner all reports and other documents required of the Company under the Exchange Act; and (c) furnish to the Purchasers, Purchaser so long as any the Purchaser owns Registrable Securities, promptly upon request during the Reporting Period: , (i) a written statement by the 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, Company and (iii) such other information as may be reasonably requested to permit the Purchasers Purchaser to sell such securities pursuant to Rule 144 without registration.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Givemepower Corp), Securities Purchase Agreement (Givemepower Corp)

Reports Under the Exchange Act. With a view to making available to the Purchasers Purchaser the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the Commission SEC that may at any time permit the Purchasers Purchaser to sell securities of the Company to the public without registration (“Rule 144”), the Company agrees to: (ai) make and keep public information available, as those terms are understood and defined in Rule 144, during the Reporting Period; (bii) file with the Commission SEC in a timely manner all reports and other documents required of the Company under the Exchange Act; and (ciii) furnish to the Purchasers, Purchaser so long as any the Purchaser owns Registrable Securities, promptly upon request during the Reporting Period: , (i) a written statement by the 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, Company and (iii) such other information as may be reasonably requested to permit the Purchasers Purchaser to sell such securities pursuant to Rule 144 without registration.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Cardiff Lexington Corp), Securities Purchase Agreement (1847 Holdings LLC)

Reports Under the Exchange Act. With a view to making available to the Purchasers Holders the benefits of Rule 144 promulgated under the Securities Act or and any other similar rule or regulation of the Commission that may at any time permit the Purchasers a Holder to sell securities of the Company to the public without registration (“Rule 144”)registration, the Company agrees tothat from and after the IPO Closing Date, it will: (a) make and keep public information available, as those terms are understood and defined in Rule 144, during at all times after the Reporting Perioddate hereof; (b) file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act; and (c) furnish to the Purchasersany Holder, so long as the Holder owns any Purchaser owns Registrable Securities, promptly upon request during the Reporting Period: (i) a written statement by the Company, if true, 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 (iii) such other information as may be reasonably requested to permit in availing any Holder of any rule or regulation of the Purchasers to sell Commission which permits the selling of any such securities pursuant to Rule 144 without registration.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Faroudja Inc), Investor's Rights Agreement (Faroudja Inc)

Reports Under the Exchange Act. With a view to making available to the Purchasers Holders the benefits of Rule 144 promulgated under the Securities Act or and any other similar rule or regulation of the Commission SEC that may at any time permit the Purchasers a Holder to sell securities of the Company to the public without registration (“Rule 144”)registration, the Company agrees to: (a) make and keep public information available, as those terms are understood and defined in Rule 144, during 144 under the Reporting PeriodSecurities Act; (b) remain registered under the Exchange Act and file with the Commission SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act; and (c) furnish to the Purchasersany Holder, so long as the Holder owns any Purchaser owns Registrable Securities, promptly forthwith upon request during the Reporting Period: (i) a written statement by the Company, if true, Company that it has complied with the reporting requirements of Rule 144, 144 under 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 in availing any Holder of any rule or regulation of the Purchasers to sell SEC which permits the selling of any such securities pursuant to Rule 144 without registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Capital Environmental Resource Inc)

Reports Under the Exchange Act. With a view to making available to the Purchasers Investors the benefits of Rule 144 promulgated under the Securities Act or and any other similar rule or regulation of the Commission SEC that may at any time permit permits the Purchasers Investor to sell securities of the Company Registrable Securities to the public without registration (“Rule 144”)registration, the Company agrees to use commercially reasonable efforts to: (a) make 6.1 Make and keep public information available, as those terms are understood and defined in SEC Rule 144, during 144 or any similar or analogous rule promulgated under the Reporting PeriodSecurities Act; (b) file 6.2 File with the Commission SEC, in a timely manner manner, all reports and other documents required of the Company under the Securities Act and Exchange Act; and (c) furnish 6.3 Furnish to the Purchasersany Investor, so long as the Investor owns any Purchaser owns Registrable Securities, promptly upon request during the Reporting Period: (i) a written statement by the Company, if true, that it has complied with the reporting requirements of SEC Rule 144, the Securities Act and the Exchange 1934 Act, (ii) a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by the Company, and (iii) such other information as may be reasonably requested to permit in availing any Investor of any rule or regulation of the Purchasers to sell SEC which permits the selling of any such securities pursuant to Rule 144 without registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Ebank Financial Services Inc)

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Reports Under the Exchange Act. With a view to making available to the Purchasers Holders the benefits of Rule 144 promulgated under the Securities Act or ("Rule 144") and any other similar rule or regulation of the Commission that may at any time permit the Purchasers a Holder to sell securities of the Company to the public without registration (“Rule 144”)registration, the Company agrees to: (a) use commercially reasonable efforts to make and keep public information available, as those terms are understood and defined in Rule 144, during the Reporting Periodat all times; (b) use commercially reasonable efforts to file with the Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act; and (c) furnish to the Purchasers, so long as any Purchaser owns Registrable Securities, promptly Holder upon request during the Reporting Period: (i) a written statement by the Company, if true, that it has complied Company as to its compliance with the reporting requirements of Rule 144, 144 and of the Securities Act and the Exchange ActAct (at any time after it has become subject to such reporting requirements), (ii) a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by with the CompanyCommission under the Exchange Act, and (iii) such other information reports and documents of the Company as such Holder may be reasonably requested request to permit avail itself of any similar rule or regulation of the Purchasers Commission allowing it to sell any such securities pursuant to Rule 144 without registration.

Appears in 1 contract

Samples: Stockholder Rights and Voting Agreement (Safenet Inc)

Reports Under the Exchange Act. With a view to making available to the Purchasers Holders the benefits of Rule 144 promulgated under the Securities Act or and any other similar rule or regulation of the Commission SEC that may at any time permit the Purchasers a Holder to sell securities of the Company to the public without registration (“Rule 144”)registration, for so long as any Registrable Securities remain outstanding, the Company agrees to: (a) make and keep public information available, as those terms are understood and defined in Rule 144, during 144 under the Reporting PeriodSecurities Act; (b) remain registered under the Exchange Act and file with the Commission SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act; and (c) furnish to the Purchasersany Holder, so long as the Holder owns any Purchaser owns Registrable Securities, promptly forthwith upon request during the Reporting Period: (i) a written statement by the Company, if true, 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 in availing any Holder of any rule or regulation of the Purchasers to sell SEC which permits the selling of any such securities pursuant to Rule 144 without registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Capital Environmental Resource Inc)

Reports Under the Exchange Act. With a view to making available to the Purchasers Purchaser the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the Commission that may at any time permit the Purchasers Purchaser 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, during the Reporting Period; (b) file with the Commission in a timely manner all reports and other documents required of the Company under the Exchange Act; and (c) furnish to the PurchasersPurchaser, so long as any the Purchaser owns Registrable Securities, promptly upon request during the Reporting Period: (i) a written statement by the 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 Purchasers Purchaser to sell such securities pursuant to Rule 144 without registration.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cidara Therapeutics, Inc.)

Reports Under the Exchange Act. With a view to making available to the Purchasers Purchaser the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the Commission that may at any time permit the Purchasers Purchaser 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, during the Reporting Period; (b) file with the Commission in a timely manner all reports and other documents required of the Company under the Exchange Act; and (c) furnish to the PurchasersPurchaser, so long as any Purchaser owns Registrable Securities, promptly upon request during the Reporting Period: (i) a written statement by the 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 Purchasers Purchaser to sell such securities pursuant to Rule 144 without registration.

Appears in 1 contract

Samples: Securities Purchase Agreement (Rockwell Medical, Inc.)

Reports Under the Exchange Act. With a view to making available to the Purchasers Purchaser the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the Commission SEC that may at any time permit the Purchasers Purchaser to sell securities of the Company to the public without registration (“Rule 144”), the Company agrees to: (ai) make and keep public information available, as those terms are understood and defined in Rule 144, during the Reporting Period; (bii) file with the Commission SEC in a timely manner all reports and other documents required of the Company under the Exchange Act; and (ciii) furnish to the Purchasers, Purchaser so long as any the Purchaser owns Registrable Securities, promptly upon request during the Reporting Period: , (iA) a written statement by the Company, if true, that it has complied with the reporting requirements of Rule 144, the Securities Act and the Exchange Act, (iiB) 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 (iiiC) such other information as may be reasonably requested to permit the Purchasers Purchaser to sell such securities pursuant to Rule 144 without registration.

Appears in 1 contract

Samples: Securities Purchase Agreement (1847 Holdings LLC)

Reports Under the Exchange Act. With a view to making available to the Purchasers Investors the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the Commission that may at any time permit the 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, during the Reporting Period; (b) file with the Commission SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange ActAct so long as the Company remains subject to such requirements (it being understood and agreed that nothing herein shall limit any obligations of the Company under the Subscription Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and (c) furnish to the Purchasers, each Investor so long as any Purchaser such Investor owns Registrable Securities, promptly upon request during the Reporting Period: request, (i) a written statement by the 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 EXXXX, and (iii) such other information as may be reasonably requested to permit the Purchasers Investors to sell such securities pursuant to Rule 144 without registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Trig Acquisition 1, Inc)

Reports Under the Exchange Act. With a view to making available to the Purchasers the benefits of Rule 144 promulgated under the Securities Act or any other similar rule or regulation of the Commission that may at any time permit the Purchasers to sell securities of the Company to the public without registration (“Rule 144”), the Company agrees to: (a) make and keep “current public information information” “available, ,” as those terms are understood and defined in Rule 144, during the Reporting Period; (b) file with the Commission in a timely manner all reports and other documents required of the Company under the Exchange Act; and (c) furnish to the Purchasers, Purchasers so long as any Purchaser owns Registrable Securities, promptly upon request during the Reporting Period: , (i) a written statement by the 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, Company and (iii) such other information as may be reasonably requested to permit the Purchasers to sell such securities pursuant to Rule 144 without registration.

Appears in 1 contract

Samples: Securities Purchase Agreement (Arrowhead Research Corp)

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