Common use of Rule 144 Information Requirement and Annual Reports Clause in Contracts

Rule 144 Information Requirement and Annual Reports. (a) The Issuer, at all times while it shall be a reporting company under the Exchange Act, covenants to file timely (or obtain extensions in respect thereof and file within the applicable grace period) all reports required to be filed by the Issuer after the Issue Date pursuant to Sections 13(a) or 15(d) of the Exchange Act and to promptly furnish the Holder with true and complete copies of all such filings; provided, that any documents publicly filed or furnished with the SEC pursuant to the Electronic Data Gathering, Analysis and Retrieval System shall be deemed to have been furnished or delivered to the Holder pursuant to this Section 7.05(a). The Issuer further covenants that it shall at its own expense take such further action as the Holder may reasonably request, all to the extent required from time to time to enable the Holder to resell or otherwise dispose of this Note or Issuer Class A Shares issuable upon conversion of this Note without registration under the Securities Act within the limitation of the exemptions provided by Rule 144, including providing any customary legal opinions. Upon the request of the Holder, the Issuer shall deliver to the Holder a written certification of a duly authorized officer as to whether it has complied with such requirements. (b) Without limiting the generality of Section 7.05(a), at any time the Issuer is not subject to Section 13 or 15(d) of the Exchange Act, the Issuer shall, so long as this Note or any Issuer Class A Shares issuable upon conversion thereof shall, at such time, constitute “restricted securities” within the meaning of Rule 144(a)(3) under the Securities Act, make publicly available the information concerning the Issuer as described in Rule 144(c)(2) under the Securities Act to facilitate the resale of this Note or Issuer Class A Shares issuable upon conversion thereof pursuant to Rule 144. (c) The Issuer shall deliver to the Holder, within fifteen (15) days after the same are required to be filed with the SEC, copies of any documents or reports that the Issuer is required to file with the SEC pursuant to Section 13 or 15(d) of the Exchange Act (giving effect to any grace period provided by Rule 12b-25 under the Exchange Act). Any such document or report that the Issuer files with the SEC via the SEC’s XXXXX system shall be deemed to be delivered to the Holder for purposes of this Section 7.05(c) at the time such documents are filed via the XXXXX system.

Rule 144 Information Requirement and Annual Reports. ​ (a) The Issuer, at all times while it shall be a reporting company under the Exchange Act, covenants to file timely (or obtain extensions in respect thereof and file within the applicable grace period) all reports required to be filed by the Issuer after the Issue Date pursuant to Sections 13(a) or 15(d) of the Exchange Act and to promptly furnish the Holder with true and complete copies of all such filings; provided, that any documents publicly filed or furnished with the SEC pursuant to the Electronic Data Gathering, Analysis and Retrieval System shall be deemed to have been furnished or delivered to the Holder pursuant to this Section 7.05(a). The Issuer further covenants that it shall at its own expense take such further action as the Holder may reasonably request, all to the extent required from time to time to enable the Holder to resell or otherwise dispose of this Note or Issuer Class A Shares issuable upon conversion of this Note without registration under the Securities Act within the limitation of the exemptions provided by Rule 144, including providing any customary legal opinions. Upon the request of the Holder, the Issuer shall deliver to the Holder a written certification of a duly authorized officer as to whether it has complied with such requirements.. ​ (b) Without limiting the generality of Section 7.05(a), at any time the Issuer is not subject to Section 13 or 15(d) of the Exchange Act, the Issuer shall, so long as this Note or any Issuer Class A Shares issuable upon conversion thereof shall, at such time, constitute “restricted securities” within the meaning of Rule 144(a)(3) under the Securities Act, make publicly available the information concerning the Issuer as described in Rule 144(c)(2) under the Securities Act to facilitate the resale of this Note or Issuer Class A Shares issuable upon conversion thereof pursuant to Rule 144.. ​ (c) The Issuer shall deliver to the Holder, within fifteen (15) days after the same are required to be filed with the SEC, copies of any documents or reports that the Issuer is required to file with the SEC pursuant to Section 13 or 15(d) of the Exchange Act (giving effect to any grace period provided by Rule 12b-25 under the Exchange Act). Any such document or report that the Issuer files with the SEC via the SEC’s XXXXX system shall be deemed to be delivered to the Holder for purposes of this Section 7.05(c) at the time such documents are filed via the XXXXX system.. ​ ​ ​

Rule 144 Information Requirement and Annual Reports. (a) The IssuerBorrower, at all times while it shall be a reporting company under the Exchange Act, covenants to file timely (or obtain extensions in respect thereof and file within the applicable grace period) all reports required to be filed by the Issuer Borrower after the Issue Date pursuant to Sections 13(a) or 15(d) of the Exchange Act and to promptly furnish the Holder with true and complete copies of all such filings; provided, provided that any documents publicly filed or furnished with the SEC Commission pursuant to the Electronic Data Gathering, Analysis and Retrieval (XXXXX) System shall be deemed to have been furnished or delivered to the Holder pursuant to this Section 7.05(a3.04(a). The Issuer Borrower further covenants that it shall at its own expense take such further action as the Holder may reasonably request, all to the extent required from time to time to enable the Holder to resell or otherwise dispose of this Note or Issuer Class A Shares shares of Common Stock issuable upon conversion of this Note hereof without registration under the Securities Act within the limitation of the exemptions provided by Rule 144, including providing any customary legal opinions. Upon the request of the Holder, the Issuer Borrower shall deliver to the Holder a written certification of a duly authorized officer as to whether it has complied with such requirements. (b) Without limiting the generality of Section 7.05(a3.04(a), at any time the Issuer Borrower is not subject to Section 13 or 15(d) of the Exchange Act, the Issuer Borrower shall, so long as this Note or any Issuer Class A Shares shares of Common Stock issuable upon conversion thereof shall, at such time, constitute “restricted securities” within the meaning of Rule 144(a)(3) under the Securities Act, make publicly available the information concerning the Issuer Borrower as described in Rule 144(c)(2) under the Securities Act to facilitate the resale of this Note or Issuer Class A Shares shares of Common Stock issuable upon conversion thereof pursuant to Rule 144. (c) The Issuer Borrower shall deliver to the Holder, within fifteen (15) 15 days after the same are required to be filed with the SECCommission, copies of any documents or reports that the Issuer Borrower is required to file with the SEC Commission pursuant to Section 13 or 15(d) of the Exchange Act (giving effect to any grace period provided by Rule 12b-25 under the Exchange Act). Any such document or report that the Issuer Borrower files with the SEC Commission via the SECCommission’s XXXXX system shall be deemed to be delivered to the Holder for purposes of this Section 7.05(c3.04(c) at the time such documents are filed via the XXXXX system.