Common use of Rule 144 and Rule 144A Clause in Contracts

Rule 144 and Rule 144A. The Company covenants that (a) during any period that it is required to file reports under the Securities Act or the Exchange Act, it shall file all reports required to be filed by it in a timely manner in order to permit resales of Registrable Securities pursuant to Rule 144 under the Securities Act and (b) during any period that it is not required to file such reports, it shall, upon the request of any Holder, make available to each Holder or beneficial owner of Registrable Securities and to any prospective purchaser of Registrable Securities designated by such Holder or beneficial owner the information required by Rule 144A(d)(4) under the Securities Act to permit resales of Registrable Securities pursuant to Rule 144A. The Company shall take such further action as any Holder may reasonably request, all to the extent required from time to time to enable such Holder to sell Registrable Securities without registration under the Securities Act pursuant to the exemptions provided by Rule 144 and Rule 144A. Upon the request of any Holder, the Company shall deliver to such Holder a written statement as to whether such Issuer has complied with such information requirements. Nothing in this Section 8 shall be deemed to require the Company to register any Securities pursuant to the Exchange Act.

Rule 144 and Rule 144A. The Company Each of the Issuers covenants that (a) during any period that it is required to file reports under the Securities Act or the Exchange Act, it shall file all reports required to be filed by it in a timely manner in order to permit resales of Registrable Securities pursuant to Rule 144 under the Securities Act and (b) during any period that it is not required to file such reports, it shall, upon the request of any Holder, make available to each Holder or beneficial owner of Registrable Securities and to any prospective purchaser of Registrable Securities designated by such Holder or beneficial owner the information required by Rule 144A(d)(4) under the Securities Act to permit resales of Registrable Securities pursuant to Rule 144A. The Company Each of the Issuers shall take such further action as any Holder may reasonably request, all to the extent required from time to time to enable such Holder to sell Registrable Securities without registration under the Securities Act pursuant to the exemptions provided by Rule 144 and Rule 144A. Upon the request of any Holder, each of the Company Issuers and the Guarantors shall deliver to such Holder a written statement as to whether such Issuer or Guarantor has complied with such information requirements. Nothing in this Section 8 9 shall be deemed to require the Company Issuers to register any Securities pursuant to the Exchange Act.

Rule 144 and Rule 144A. The Company covenants to the holders of Registrable Shares and the Purchasers that (a) during any period that to the extent it is shall be required to file reports do so under the Securities Act or the Exchange Act, it the Company shall timely file all the reports required to be filed by it under the Exchange Act or the Securities Act (including the reports under Sections 13 and 15(d) of the Exchange Act referred to in a timely manner in order to permit resales subparagraph (c)(1) of Registrable Securities pursuant to Rule 144 adopted by the Commission under the Securities Act Act) and (b) during any period that it is not required to file such reportsthe rules and regulations adopted by the Commission thereunder, it shall, upon the request of any Holder, shall make available to each Holder or beneficial owner holder of Registrable Securities Shares and to any prospective purchaser of Registrable Securities designated by such Holder or beneficial owner the Purchasers the information required by Rule 144A(d)(4) under the Securities Act to permit resales of Registrable Securities pursuant to Rule 144A. The Company ), and shall take such further action as any Holder holder of Registrable Shares or the Purchasers may reasonably request, all to the extent required from time to time to enable such Holder holder to sell Registrable Securities Shares or the Purchasers to sell Common Stock without registration under the Securities Act pursuant to within the limitations of the exemptions provided by Rule 144 and or Rule 144A. 144A under the Securities Act, as such Rules may be amended from time to time, or any similar or successor rule or regulation hereafter adopted by the Commission. Upon the request of any Holderholder of Registrable Shares or the Purchasers in connection with that holder's or the Purchasers' sale pursuant to Rule 144 or Rule 144A, the Company shall deliver to such Holder holder or the Purchasers a written statement as to whether such Issuer it has complied with such information requirements. Nothing in this Section 8 shall be deemed to require the Company to register any Securities pursuant to the Exchange Act.

Rule 144 and Rule 144A. The At all times during which the Company covenants that (a) during any period that it is required subject to file reports under the Securities Act or periodic reporting requirements of the Exchange Act, the Company covenants that it shall file all will use reasonable best efforts to file, on a timely basis, the reports required to be filed by it in a timely manner in order to permit resales of Registrable Securities pursuant to Rule 144 under the Securities Act and (b) during any period that the Exchange Act and the rules and regulations adopted by the SEC thereunder, and it is not required to file such reports, it shall, upon the request of any Holder, make available to each Holder or beneficial owner of Registrable Securities and to any prospective purchaser of Registrable Securities designated by such Holder or beneficial owner the information required by Rule 144A(d)(4) under the Securities Act to permit resales of Registrable Securities pursuant to Rule 144A. The Company shall will take such further action as any Holder may reasonably requestrequest (including, without limitation, compliance with the current public information requirements of Rule 144(c) and Rule 144A under the Securities Act), all to the extent required from time to time to enable such Holder the Holders to sell Registrable Securities Shares without registration under the Securities Act pursuant to within the exemptions limitation of the conditions provided by (a) Rule 144 and under the Securities Act, as such Rule 144A. may be amended from time to time, (b) Rule 144A under the Securities Act, as such Rule may be amended from time to time, or (c) any similar rule or regulation hereafter adopted by the SEC. Upon the request of any a Holder, the Company shall deliver will provide reasonable and customary assistance to facilitate such Holder a written statement as to whether such Issuer has complied with such information requirementsHolder’s sale of Registrable Shares in block trades or other similar transactions. Nothing Notwithstanding the foregoing, nothing in this Section 8 2.9 shall be deemed to require the Company to register any Securities of its securities pursuant to the Exchange Act.

Rule 144 and Rule 144A. The Company Each of the Issuers and the Guarantors covenants that (a) during any period that it is required to file reports under the Securities Act or the Exchange Act, it shall file all reports required to be filed by it in a timely manner in order to permit resales of Registrable Securities Notes pursuant to Rule 144 under the Securities Act and (b) during any period that it is not required to file such reports, it shall, upon the request of any Holder, make available to each Holder or beneficial owner of Registrable Securities Notes and to any prospective purchaser of Registrable Securities Notes designated by such Holder or beneficial owner the information required by Rule 144A(d)(4) under the Securities Act to permit resales of Registrable Securities Notes pursuant to Rule 144A. The Company Each of the Issuers and the Guarantors shall take such further action as any Holder may reasonably request, all to the extent required from time to time to enable such Holder to sell Registrable Securities Notes without registration under the Securities Act pursuant to the exemptions provided by Rule 144 and Rule 144A. Upon the request of any Holder, the Company Issuers and the Guarantors shall deliver to such Holder a written statement as to whether such Issuer has the Issuers and the Guarantors have complied with such information requirements. Nothing in this Section 8 shall be deemed to require the Company Issuers or the Guarantors to register any Securities Notes pursuant to the Exchange Act.

Rule 144 and Rule 144A. The Company covenants that (a) during any period that it is required to file reports under the Securities Act or the Exchange Act, it shall file all reports required to be filed by it in a timely manner in order to permit resales of Registrable Securities pursuant to Rule 144 under the Securities Act and (b) during any period that it is not required to file such reports, it shall, upon the request of any Holder, make available to each Holder or beneficial owner of Registrable Securities and to any prospective purchaser of Registrable Securities designated by such Holder or beneficial owner the information required by Rule 144A(d)(4) under the Securities Act to permit resales of Registrable Securities pursuant to Rule 144A. The Company shall take such further action as any Holder may reasonably request, all to the extent required from time to time to enable such Holder to sell Registrable Securities without registration under the Securities Act pursuant to the exemptions provided by Rule 144 and Rule 144A. Upon the request of any Holder, each of the Company and the Guarantors shall deliver to such Holder a written statement as to whether such Issuer or Guarantor has complied with such information requirements. Nothing in this Section 8 shall be deemed to require the Company to register any Securities pursuant to the Exchange Act.

Rule 144 and Rule 144A. The At all times during which the Company covenants that (a) during any period that it is required subject to file reports under the Securities Act or periodic reporting requirements of the Exchange Act, the Company covenants that it shall file all will file, on a timely basis, the reports required to be filed by it in a timely manner in order to permit resales of Registrable Securities pursuant to Rule 144 under the Securities Act and (b) during any period that the Exchange Act and the rules and regulations adopted by the SEC thereunder, and it is not required to file such reports, it shall, upon the request of any Holder, make available to each Holder or beneficial owner of Registrable Securities and to any prospective purchaser of Registrable Securities designated by such Holder or beneficial owner the information required by Rule 144A(d)(4) under the Securities Act to permit resales of Registrable Securities pursuant to Rule 144A. The Company shall will take such further action as any Holder may reasonably requestrequest (including, without limitation, compliance with the current public information requirements of Rule 144(c) and Rule 144A under the Securities Act), all to the extent required from time to time to enable such Holder the Holders to sell Registrable Securities without registration under the Securities Act pursuant to within the exemptions limitation of the conditions provided by (a) Rule 144 and under the Securities Act, as such Rule 144A. may be amended from time to time, (b) Rule 144A under the Securities Act, as such Rule may be amended from time to time, or (c) any similar rule or regulation hereafter adopted by the SEC. Upon the request of any a Holder, the Company shall deliver will provide reasonable and customary assistance to facilitate such Holder a written statement as to whether such Issuer has complied with such information requirementsHolder's sale of Registrable Securities in block trades or other similar transactions. Nothing Notwithstanding the foregoing, nothing in this Section 8 10 shall be deemed to require the Company to register any Securities of it securities pursuant to the Exchange Act.

Rule 144 and Rule 144A. The Company covenants that (a) during any period that it is required shall use its best efforts to file reports under the Securities Act or the Exchange Act, it shall file all reports required to be filed by it under the 1933 Act and the 1934 Act in a timely manner in order to permit resales of Registrable Securities pursuant to Rule 144 under and, if at any time the Securities Act and (b) during any period that it Company is not required to file such reports, it shallwill, upon the request of any HolderHolder of Registrable Securities, make publicly available to each Holder or beneficial owner of Registrable Securities and to any prospective purchaser of Registrable Securities designated by such Holder or beneficial owner the other information required by Rule 144A(d)(4) under the Securities Act so long as necessary to permit resales sales of Registrable Securities their securities pursuant to Rule Rules 144 and 144A. The Company shall covenants that it will take such further action as any Holder of Registrable Securities may reasonably request, all to the extent required from time to time to enable such Holder to sell Registrable Securities without registration under the Securities 1933 Act pursuant to within the limitation of the exemptions provided by Rule Rules 144 and 144A (including the requirements of Rule 144A. 144A(d)(4)). The Company will provide a copy of this Agreement to prospective purchasers of Registrable Securities identified to the Company by the Initial Purchasers upon request. Upon the request of any HolderHolder of Registrable Securities, the Company shall deliver to such Holder a written statement as to whether such Issuer it has complied with such information requirements. Nothing Notwithstanding the foregoing, nothing in this Section 8 5 shall be deemed to require the Company to register any Securities of its securities pursuant to the Exchange 1934 Act.

Rule 144 and Rule 144A. The Company covenants that (a) during any period that it is required to file reports under the Securities Act or the Exchange Act, it shall file all reports required to be filed by it in a timely manner in order to permit resales of Registrable Securities pursuant to Rule 144 under the Securities Act and (b) during any period that it is not required to file such reports, it shall, upon the request of any Holder, make available to each Holder or beneficial owner of Registrable Securities and to any prospective purchaser of Registrable Securities designated by such Holder or beneficial owner the information required by Rule 144A(d)(4) under the Securities Act to permit resales of Registrable Securities pursuant to Rule 144A. The Company shall take such further action as any Holder may reasonably request, all to the extent required from time to time to enable such Holder to sell Registrable Securities without registration under the Securities Act pursuant to the exemptions provided by Rule 144 and Rule 144A. Upon the request of any Holder, the Company shall deliver to such Holder a written statement as to whether such Issuer the Company has complied with such information requirements. Nothing in this Section 8 shall be deemed to require the Company to register any Securities pursuant to the Exchange Act.

Rule 144 and Rule 144A. The At all times during which the Company covenants that (a) during any period that it is required subject to file reports under the Securities Act or periodic reporting requirements of the Exchange Act, the Company covenants that it shall file all will use reasonable best efforts to file, on a timely basis, the reports required to be filed by it in a timely manner in order to permit resales of Registrable Securities pursuant to Rule 144 under the Securities Act and (b) during any period that the Exchange Act and the rules and regulations adopted by the SEC thereunder, and it is not required to file such reports, it shall, upon the request of any Holder, make available to each Holder or beneficial owner of Registrable Securities and to any prospective purchaser of Registrable Securities designated by such Holder or beneficial owner the information required by Rule 144A(d)(4) under the Securities Act to permit resales of Registrable Securities pursuant to Rule 144A. The Company shall will take such further action as any Holder may reasonably requestrequest (including, without limitation, compliance with the current public information requirements of Rule 144(c) and Rule 144A under the Securities Act), all to the extent required from time to time to enable such Holder the Holders to sell Registrable Securities without registration under the Securities Act pursuant to within the exemptions limitation of the conditions provided by (a) Rule 144 and under the Securities Act, as such Rule 144A. may be amended from time to time, (b) Rule l44A under the Securities Act, as such Rule may be amended from time to time, or (c) any similar rule or regulation hereafter adopted by the SEC. Upon the request of any a Holder, the Company shall deliver will provide reasonable and customary assistance to facilitate such Holder a written statement as to whether such Issuer has complied with such information requirementsHolder's sale of Registrable Securities in block trades or other similar transactions. Nothing Notwithstanding the foregoing, nothing in this Section 8 2.10 shall be deemed to require the Company to register any Securities of its securities pursuant to the Exchange Act.

Rule 144 and Rule 144A. The Company covenants that (a) during any period Facilitation of Sales Pursuant to Rule 144 and Rule 144A. The Issuer covenants to the holders of Registrable Securities that to the extent it is shall be required to file reports do so under the Securities Act or the Exchange Act, it shall timely file all the reports required to be filed by it in a timely manner in order to permit resales of Registrable Securities pursuant to Rule 144 under the Exchange Act or the Securities Act (including the reports under Sections 13 and 15(d) of the Exchange Act referred to in subparagraph (bc)(1) during of Rule 144), and if at any period that it time the Issuer is not required to file such reports, it shall, shall upon the request of any Holderholder of Registrable Securities, make available to each Holder or beneficial owner of Registrable Securities and to any prospective purchaser of Registrable Securities designated by such Holder or beneficial owner the information required specified by Rule 144A(d)(4144A(d)(1) under the Securities Act Act. The issuer further covenants to permit resales of Registrable Securities pursuant to Rule 144A. The Company shall take such further action as any Holder holder of Registrable Securities may reasonably request, all to the extent required from time to time to enable such Holder holder to sell Registrable Securities without registration under the Securities Act pursuant to within the exemptions limitations of the exemption provided by Rule 144 and Rule 144A. Upon the request of any Holderholder of Registrable Securities in connection with that holder’s sale pursuant to Rule 144 and Rule 144A, the Company Issuer shall deliver to such Holder holder a written statement as to whether such Issuer it has complied with such information requirements. Nothing in this Section 8 shall be deemed to require the Company to register any Securities pursuant to the Exchange Act.

Rule 144 and Rule 144A. The Company Each of the Issuers covenants that (a) during any period that it is required to file reports under the Securities Act or the Exchange Act, it shall file all reports required to be filed by it in a timely manner in order to permit resales comply with the current public information requirements of Registrable Securities pursuant to Rule 144 under the Securities Act and (b) during any period that it is not required to file such reports, it shall, upon the request of any Holder, make available to each Holder or beneficial owner of Registrable Securities and to any prospective purchaser of Registrable Securities designated by such Holder or beneficial owner the information required by Rule 144A(d)(4) under the Securities Act to permit resales Act. Each of Registrable Securities pursuant to Rule 144A. The Company the Issuers shall take such further action as any Holder may reasonably request, all to the extent required from time to time to enable such Holder to sell Registrable Securities without registration under the Securities Act pursuant to the exemptions provided by Rule 144 and Rule 144A. 144A, subject to the expiration of the holding period required for sales under Rule 144(k) under the Securities Act. Upon the written request of any Holder, each of the Company Issuers and the Guarantors shall deliver to such Holder a written statement as to whether such Issuer or Guarantor has complied with such information requirements. Nothing in this Section 8 9 shall be deemed to require the Company Issuers to register any Securities pursuant to the Exchange Act.