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

Rule 144 and Rule 144A. For so long as the Company is subject to the reporting requirements of Section 13 or 15 of the 1934 Act, the Company covenants that it will file the reports required to be filed by it under the 1933 Act and Section 13(a) or 15(d) of the 1934 Act and the rules and regulations adopted by the SEC thereunder. If the Company ceases to be so required to file such reports, the Company covenants that it will upon the request of any beneficial owner of Debentures (a) deliver to a prospective purchaser such information as is necessary to permit sales pursuant to Rule 144A under the 1933 Act and it will take such further action as any beneficial owner of Debentures may reasonably request, and (b) take such further action that is reasonable in the circumstances, in each case, to the extent required from time to time to enable such beneficial owner to sell its Debentures without registration under the 1933 Act within the limitation of the exemptions provided by (i) Rule 144 under the 1933 Act, as such Rule may be amended from time to time, (ii) Rule 144A under the 1933 Act, as such Rule may be amended from time to time, or (iii) any similar rules or regulations hereafter adopted by the SEC. Upon the request of any beneficial owner of Debentures, the Company will deliver to such beneficial owner a written statement as to whether it has complied with such requirements. The Company's obligations under this Section 5.1 shall terminate upon the consummation of the Effectiveness Period.

Rule 144 and Rule 144A. For so long as If the Company is ceases to be subject to the reporting requirements of Section 13 or 15 of the 1934 Act, the Company covenants that it will file the reports required to be filed by it under the 1933 Act and Section 13(a) or 15(d) of the 1934 Act and the rules and regulations adopted by the SEC thereunder. If the Company ceases to be so required to file such reports, the Company covenants that it will upon the request of any Holder or beneficial owner of Debentures Registrable Securities (a) make publicly available such information (including, without limitation, the information specified in Rule 144A(d)(4) under the 0000 Xxx) as is necessary to permit sales pursuant to Rule 144 under the 1933 Act, (b) deliver or cause to be delivered, promptly following a request by any Holder or beneficial owner of Registrable Securities or any prospective purchaser or transferee designated by such Holder or beneficial owner, such information (including, without limitation, the information specified in Rule 144A(d)(4) under the 0000 Xxx) as is necessary to permit sales pursuant to Rule 144A under the 1933 Act and it will take such further action as any Holder or beneficial owner of Debentures Registrable Securities may reasonably request, and (bc) take such further action that is reasonable in the circumstances, in each case, to the extent required from time to time to enable such beneficial owner Holder to sell its Debentures Registrable Securities without registration under the 1933 Act within the limitation of the exemptions provided by (i) Rule 144 under the 1933 Act, as such Rule may be amended from time to time, (ii) Rule 144A under the 1933 Act, as such Rule may be amended from time to time, time or (iii) any similar rules or regulations hereafter adopted by the SEC. Upon the request of any Holder or beneficial owner of DebenturesRegistrable Securities, the Company will deliver to such beneficial owner Holder a written statement as to whether it has complied with such requirements. The Company's obligations under this Section 5.1 shall terminate upon the consummation of the Effectiveness Period.

Rule 144 and Rule 144A. For so long as If the Company is ceases to be subject to the reporting requirements of Section 13 or 15 of the 1934 Act, the Company covenants that it will file the reports required to be filed by it under the 1933 Act and Section 13(a) or 15(d) of the 1934 Act and the rules and regulations adopted by the SEC thereunder. If the Company ceases to be so required to file such reports, the Company covenants that it Guarantor will upon the request of any Holder or beneficial owner of Debentures Registrable Securities (a) make publicly available such information (including, without limitation, the information specified in Rule 144A(d)(4) under the 0000 Xxx) as is necessary to permit sales pursuant to Rule 144 under the 1933 Act, (b) deliver or cause to be delivered, promptly following a request by any Holder or beneficial owner of Registrable Securities or any prospective purchaser or transferee designated by such Holder or beneficial owner, such information (including, without limitation, the information specified in Rule 144A(d)(4) under the 0000 Xxx) as is necessary to permit sales pursuant to Rule 144A under the 1933 Act and it will take such further action as any Holder or beneficial owner of Debentures Registrable Securities may reasonably request, and (bc) take such further action that is reasonable in the circumstances, in each case, to the extent required from time to time to enable such beneficial owner Holder to sell its Debentures Registrable Securities without registration under the 1933 Act within the limitation of the exemptions provided by (i) Rule 144 under the 1933 Act, as such Rule may be amended from time to time, (ii) Rule 144A under the 1933 Act, as such Rule may be amended from time to time, time or (iii) any similar rules or regulations hereafter adopted by the SEC. Upon the request of any Holder or beneficial owner of DebenturesRegistrable Securities, the Company and the Guarantor will deliver to such beneficial owner Holder a written statement as to whether it has complied with such requirements. The Company's obligations under this Section 5.1 shall terminate upon the consummation of the Effectiveness Period.

Rule 144 and Rule 144A. For so long as the Company is subject to the ---------------------- reporting requirements of Section 13 or 15 of the 1934 Act, the Company covenants that it will file the reports required to be filed by it under the 1933 Act and Section 13(a) or 15(d) of the 1934 Act and the rules and regulations adopted by the SEC thereunder. If the Company ceases to be so required to file such reports, the Company covenants that it will upon the request of any beneficial owner Holder of Debentures (a) deliver to a prospective purchaser such information as is necessary to permit sales pursuant to Rule 144A under the 1933 Act and it will take such further action as any beneficial owner Holder of Debentures may reasonably request, and (b) take such further action that is reasonable in the circumstances, in each case, to the extent required from time to time to enable such beneficial owner Holder to sell its Debentures without registration under the 1933 Act within the limitation of the exemptions provided by (i) Rule 144 under the 1933 Act, as such Rule may be amended from time to time, (ii) Rule 144A under the 1933 Act, as such Rule may be amended from time to time, or (iii) any similar rules or regulations hereafter adopted by the SEC. Upon the request of any beneficial owner Holder of Debentures, the Company will deliver to such beneficial owner Holder a written statement as to whether it has complied with such requirements. The Company's obligations under this Section 5.1 shall terminate upon the consummation of the Effectiveness Period.

Rule 144 and Rule 144A. For so long as If the Company is ceases to be subject to the reporting requirements of Section 13 or 15 of the 1934 Act, the Company covenants that it will file the reports required to be filed by it under the 1933 Act and Section 13(a) or 15(d) of the 1934 Act and the rules and regulations adopted by the SEC thereunder. If the Company ceases to be so required to file such reports, the Company covenants that it will upon the request of any Holder or beneficial owner of Debentures Registrable Securities (a) make publicly available such information (including, without limitation, the information specified in Rule 144A(d)(4) under the 0000 Xxx) as is necessary to permit sales pursuant to Rule 144 under the 1933 Act, (b) deliver or cause to be delivered, promptly following a request by any Holder or beneficial owner of Registrable Securities or any prospective purchaser or transferee designated by such Holder or beneficial owner, such information (including, without limitation, the information specified in Rule 144A(d)(4) under the 0000 Xxx) as is necessary to permit sales pursuant to Rule 144A under the 1933 Act and it will take such further action as any Holder or beneficial owner of Debentures Registrable Securities may reasonably request, and (bc) take such further action that is reasonable in the circumstances, in each case, to the extent required from time to time to enable such beneficial owner Holder to sell its Debentures Registrable Securities without registration under the 1933 Act within the limitation of the exemptions provided by (i) Rule 144 under the 1933 Act, as such Rule may be amended from time to time, (ii) Rule 144A under the 1933 Act, as such Rule may be amended from time to time, or (iii) any similar rules or regulations hereafter adopted by the SEC. Upon the request of any Holder or beneficial owner of DebenturesRegistrable Securities, the Company will deliver to such beneficial owner Holder a written statement as to whether it has complied with such requirements. The Company's obligations under this Section 5.1 shall terminate upon the consummation of the Effectiveness Period.

Rule 144 and Rule 144A. For so long as the ------------- ---------------------- Company is subject to the reporting requirements of Section 13 or 15 of the 1934 Act, the Company covenants that it will file the reports required to be filed by it under the 1933 Act and Section 13(a) or 15(d) of the 1934 Act and the rules and regulations adopted by the SEC thereunder. If the Company , that if it ceases to be so required to file such reports, the Company covenants that it will upon the request of any beneficial owner Holder of Registrable Debentures (ai) make publicly available or cause to be made publicly available such information as is necessary to permit sales pursuant to Rule 144 under the 1933 Act, (ii) deliver or cause to be delivered such information to a prospective purchaser such information as is necessary to permit sales pursuant to Rule 144A under the 1933 Act and it will take such further action as any beneficial owner Holder of Registrable Debentures may reasonably request, and (biii) take such further action that is reasonable in the circumstances, in each case, to the extent required from time to time to enable such beneficial owner Holder to sell its Registrable Debentures without registration under the 1933 Act within the limitation of the exemptions provided by (ix) Rule 144 under the 1933 Act, as such Rule may be amended from time to time, (iiy) Rule 144A under the 1933 Act, as such Rule may be amended from time to time, or (iiiz) any similar rules or regulations hereafter adopted by the SEC. Upon the written request of any beneficial owner Holder of Registrable Debentures, the Company will deliver to such beneficial owner Holder a written statement as to whether it has complied with such requirements. The Company's obligations under this Section 5.1 shall terminate upon the consummation of the Effectiveness Period.