Common use of Rule 144 Compliance Clause in Contracts

Rule 144 Compliance. The Company shall use its reasonable best efforts to file as and when applicable, on a timely basis, all reports required to be filed by it under the 1933 Act and the 1934 Act. The Company shall make and keep current public information available, as specified in paragraph (c) of Rule 144 (or any successor rule) promulgated under the 1933 Act, at all times after the Closing Date. The Company shall use its reasonable best efforts to take such further action as may be required from time to time to enable Buyer to Transfer Registrable Securities without registration under the 1933 Act under the exemptions provided by Rule 144 or any other exemption from registration. Upon the request of Buyer, the Company will promptly deliver to Buyer a written statement as to whether it has complied with such requirements and, if not, the specifics thereof, as well as any such other information as may be reasonably requested to allow Buyer to sell its Registrable Securities pursuant to Rule 144. In connection with any Transfer of Registrable Securities by Buyer pursuant to Rule 144 promulgated under the 1933 Act, the Company shall cooperate with Buyer to facilitate the timely preparation and delivery of certificates representing the Registrable Securities to be sold and not bearing any 1933 Act legend, and enable certificates for such Registrable Securities to be for such number of shares and registered in such names as Buyer may reasonably request at least five Business Days prior to any sale of Registrable Securities hereunder or, if practicable, and at the request of Buyer, have such Registrable Securities delivered electronically via deposit/withdrawal at custodian (“DWAC”) through The Depository Trust Company.

Rule 144 Compliance. The Company shall use its commercially reasonable best efforts to file as and when applicable, on a timely basis, all reports required to be filed by it under the 1933 Act and the 1934 Exchange Act. The Company shall use commercially reasonable efforts to make and keep current public information available, available as specified in paragraph (c) of Rule 144 (or any successor rule) promulgated under the 1933 Securities Act, at all times after the Closing Date. The Company shall use its commercially reasonable best efforts to take such further action as may be reasonably required from time to time to enable Buyer the Holders to Transfer Registrable Securities without registration under the 1933 Securities Act under within the limitation of the exemptions provided by Rule 144 or any other exemption from registration. Upon the request of Buyerany Holder, the Company will promptly deliver to Buyer such Holder a written statement as to whether it has complied with such requirements and, if not, the specifics thereof, as well as any such other information as may be reasonably requested to allow Buyer such Holder to sell its Registrable Securities pursuant to Rule 144. In connection with any Transfer of Registrable Securities by Buyer a Holder pursuant to Rule 144 promulgated under the 1933 Securities Act, the Company shall cooperate with Buyer the Holder to facilitate the timely preparation and delivery of certificates representing the Registrable Securities to be sold and not bearing any 1933 Securities Act legend, and enable certificates for such Registrable Securities to be for such number of shares and registered in such names as Buyer Holder may reasonably request at least five (5) Business Days prior to any sale of Registrable Securities hereunder or, if practicable, and at the request of Buyersuch Holder, have such Registrable Securities delivered electronically via deposit/withdrawal at custodian (“DWAC”) DWAC through The the Depository Trust Company.

Rule 144 Compliance. The Company shall use its commercially reasonable best efforts to file as and when applicable, on a timely basis, all reports required to be filed by it under the 1933 Act and the 1934 Exchange Act. The Company shall use commercially reasonable efforts to make and keep current public information available, available as specified in paragraph (c) of Rule 144 (or any successor rule) promulgated under the 1933 Securities Act, at all times after the Closing Date. The Company shall use its commercially reasonable best efforts to take such further action as may be reasonably required from time to time to enable the Buyer to Transfer Registrable Securities without registration under the 1933 Securities Act under within the limitation of the exemptions provided by Rule 144 or any other exemption from registration. Upon the request of the Buyer, the Company will promptly deliver to the Buyer a written statement as to whether it has complied with such requirements and, if not, the specifics thereof, as well as any such other information as may be reasonably requested to allow the Buyer to sell its Registrable Securities pursuant to Rule 144. In connection with any Transfer of Registrable Securities by the Buyer pursuant to Rule 144 promulgated under the 1933 Securities Act, the Company shall cooperate with the Buyer to facilitate the timely preparation and delivery of certificates representing the Registrable Securities to be sold and not bearing any 1933 Securities Act legend, and enable certificates for such Registrable Securities to be for such number of shares and registered in such names as the Buyer may reasonably request at least five Business Days prior to any sale of Registrable Securities hereunder or, if practicable, and at the request of the Buyer, have such Registrable Securities delivered electronically via deposit/withdrawal at custodian (“DWAC”) DWAC through The the Depository Trust Company.

Rule 144 Compliance. The Company shall use its commercially reasonable best efforts to file as and when applicable, on a timely basis, all reports required to be filed by it under the 1933 Act and the 1934 Exchange Act. The Company shall use commercially reasonable efforts to make and keep current public information available, available as specified in paragraph paragraphs (c) and (i)(2) of Rule 144 (or any successor rule) promulgated under the 1933 Securities Act, at all times after the Closing Date. The Company shall use its commercially reasonable best efforts to take such further action as may be reasonably required from time to time to enable Buyer the Holders to Transfer Registrable Securities without registration under the 1933 Securities Act under within the limitation of the exemptions provided by Rule 144 or any other exemption from registration. Upon the request of Buyerany Holder, the Company will promptly deliver to Buyer such Holder a written statement as to whether it has complied with such requirements and, if not, the specifics thereof, as well as any such other information as may be reasonably requested to allow Buyer such Holder to sell its Registrable Securities pursuant to Rule 144. In connection with any Transfer of Registrable Securities by Buyer a Holder pursuant to Rule 144 promulgated under the 1933 Securities Act, the Company shall cooperate with Buyer the Holder to facilitate the timely preparation and delivery of certificates representing the Registrable Securities to be sold and not bearing any 1933 Securities Act legend, and enable certificates for such Registrable Securities to be for such number of shares and registered in such names as Buyer Holder may reasonably request at least five (5) Business Days prior to any sale of Registrable Securities hereunder or, if practicable, and at the request of Buyersuch Holder, have such Registrable Securities delivered electronically via deposit/withdrawal at custodian (“DWAC”) DWAC through The the Depository Trust Company.