Common use of Rule 144; Other Exemptions Clause in Contracts

Rule 144; Other Exemptions. With a view to making available to the Holders the benefits of Rule 144 promulgated under the Securities Act and other rules and regulations of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registration, the Company covenants that it will use commercially reasonable efforts to (i) if and when it is subject to the periodic reporting requirement under the Exchange Act, file in a timely manner all reports and other documents required to be filed by it under the Securities Act and the Exchange Act and the rules and regulations adopted by the SEC thereunder and (ii) at all times take any and all action as each Holder may reasonably request (including, but not limited to providing any information necessary to comply with Rule 144, in each case in connection with resales of the Registrable Securities under the Securities Act), all to the extent required from time to time to enable such Holder to sell Registrable Securities without registration under the Securities Act within the limitation of the exemptions provided by Rule 144 (if available with respect to resales of the Registrable Securities) under the Securities Act, as such rules may be amended from time to time. Upon the written request of a Holder, the Company shall deliver to the Holder a written statement as to whether it has complied with the covenants set forth above.

Appears in 4 contracts

Samples: Registration Rights Agreement (AEON Biopharma, Inc.), Registration Rights Agreement (AEON Biopharma, Inc.), Registration Rights Agreement (AEON Biopharma, Inc.)

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Rule 144; Other Exemptions. With a view to making available to the Holders the benefits of Rule 144 promulgated under the Securities Act and other rules and regulations of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registration, the Company covenants that it will shall use commercially reasonable efforts to (i) if and when it is subject to the periodic reporting requirement under the Exchange Act, file in a timely manner all reports and other documents required to be filed by it under the Securities Act and the Exchange Act and the rules and regulations adopted by the SEC thereunder and (ii) at all times take any and all such further action as each Holder may reasonably request (including, but not limited to to, providing any information necessary to comply with Rule 144, in each case in connection if available with respect to resales of the Registrable Securities under the Securities Act), at all times from and after the date hereof, all to the extent required from time to time to enable such Holder to sell Registrable Securities without registration under the Securities Act within the limitation of the exemptions provided by Rule 144 (if available with respect to resales of the Registrable Securities) under the Securities Act, as such rules may be amended from time to time). Upon the written request of a Holder, the Company shall deliver to the Holder a written statement as to whether it has complied with the covenants set forth abovesuch requirements.

Appears in 4 contracts

Samples: Registration Rights Agreement (Mastech Digital, Inc.), Registration Rights Agreement (Mastech Digital, Inc.), Securities Purchase Agreement (Mastech Digital, Inc.)

Rule 144; Other Exemptions. With a view to making available to the Holders IFC Parties the benefits of Rule 144 promulgated under the Securities Act and other rules and regulations of the SEC Commission that may at any time permit a Holder an IFC Party to sell securities of the Company Registrable Securities to the public without registration, the Company covenants that it will (i) use its commercially reasonable efforts to (i) if and when it is subject to the periodic reporting requirement under the Exchange Act, file in a timely manner all reports and other documents required required, if any, to be filed by it under the Securities Act and the Exchange Act and the rules and regulations adopted by the SEC thereunder thereunder, and (ii) at all times take any and all action as each Holder may reasonably request (including, but not limited to providing any make available information necessary to comply with Rule 144, in each case in connection if available with respect to resales of the Registrable Securities under the Securities Act), at all times, all to the extent required from time to time to enable such Holder the IFC Parties to sell Registrable Securities without registration under the Securities Act within the limitation of the exemptions provided by (x) Rule 144 promulgated under the Securities Act (if available with respect to resales of the Registrable Securities) under the Securities Act), as such rules rule may be amended from time to time. Upon , or (y) any other rules or regulations now existing or hereafter adopted by the written request of a Holder, the Company shall deliver to the Holder a written statement as to whether it has complied with the covenants set forth aboveSEC.

Appears in 3 contracts

Samples: Policy Agreement (Itau Unibanco Holding S.A.), Policy Agreement (Saieh Bendeck Alvaro), Policy Agreement (Saieh Bendeck Alvaro)

Rule 144; Other Exemptions. With a view to making available to the Holders the benefits of Rule 144 promulgated under the Securities Act and other rules and regulations of the SEC that may at any time permit a Holder to sell securities of the Company Partnership to the public without registration, the Company Partnership covenants that it will shall use its commercially reasonable efforts to (i) if and when it is subject to the periodic reporting requirement under the Exchange Act, file in a timely manner all reports and other documents required to be filed by it under the Securities Act and the Exchange Act and the rules and regulations adopted by the SEC thereunder and (ii) at all times take any and all such further action as each Holder may reasonably request (including, but not limited to to, providing any information necessary to comply with Rule 144, in each case in connection if available with respect to resales of the Registrable Securities under the Securities Act), at all times from and after the date hereof, all to the extent required from time to time to enable such Holder to sell Registrable Securities without registration under the Securities Act within the limitation of the exemptions provided by (x) Rule 144 (if available with respect to resales of the Registrable Securities) under the Securities Act, as such rules rule may be amended from time to timetime or (y) any other rules or regulations now existing or hereafter adopted by the SEC. Upon the written request of a Holder, the Company Partnership shall deliver to the Holder a written statement as to whether it has complied with the covenants set forth abovesuch requirements.

Appears in 2 contracts

Samples: Registration Rights Agreement (CNX Coal Resources LP), Registration Rights Agreement (Greenlight Capital Inc)

Rule 144; Other Exemptions. With a view to making available to the Holders the benefits of Rule 144 promulgated under the Securities Act and other rules and regulations of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registration, the Company covenants that it will use commercially reasonable efforts to shall (i) if and when it is subject to the periodic reporting requirement under the Exchange Actat all times, file in a timely manner all reports and other documents required to be filed by it under the Securities Act and the Exchange Act and the rules and regulations adopted by the SEC thereunder and (ii) at all times take any and all such further action as each Holder may reasonably request (including, but not limited to to, providing any information necessary to comply with Rule 144, in each case in connection if available with respect to resales of the Registrable Securities under the Securities Act), all to the extent required from time to time to enable such Holder to sell Registrable Securities without registration under the Securities Act within the limitation of the exemptions provided by (x) Rule 144 (if available with respect to resales of the Registrable Securities) under the Securities Act, as such rules may be amended from time to time. Upon time or (y) any other rules or regulations now existing or hereafter adopted by the written request of a Holder, the Company shall deliver to the Holder a written statement as to whether it has complied with the covenants set forth aboveSEC.

Appears in 2 contracts

Samples: Registration Rights Agreement (China Gerui Advanced Materials Group LTD), Registration Rights Agreement (Quadramed Corp)

Rule 144; Other Exemptions. With a view to making available to the Holders the benefits of Rule 144 promulgated under the Securities Act and other rules and regulations of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registration, the Company covenants that it will use commercially reasonable efforts to shall (i) if and when it is subject to the periodic reporting requirement under the Exchange Act, file in a timely manner all reports and other documents required to be filed by it under the Securities Act and the Exchange Act and the rules and regulations adopted by the SEC thereunder and (ii) at all times take any and all such further action as each Holder may reasonably request (including, but not limited to to, providing any information necessary to comply with Rule 144, in each case in connection if available with respect to resales of the Registrable Securities under the Securities Act), at all times from and after the date hereof, all to the extent required from time to time to enable such Holder to sell Registrable Securities without registration under the Securities Act within the limitation of the exemptions provided by (x) Rule 144 (if available with respect to resales of the Registrable Securities) under the Securities Act, as such rules rule may be amended from time to timetime or (y) any other rules or regulations now existing or hereafter adopted by the SEC. Upon the written request of a Holder, the Company shall deliver to the Holder a written statement as to whether it has complied with the covenants set forth abovesuch requirements.

Appears in 2 contracts

Samples: Backstop Registration Rights Agreement (Green Brick Partners, Inc.), Backstop Registration Rights Agreement (Third Point LLC)

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Rule 144; Other Exemptions. With a view to making available to the Holders Holder the benefits of Rule 144 promulgated under the Securities Act and other rules and regulations of the SEC Commission that may at any time permit a the Holder to sell securities of or distribute the Company Registrable Securities to the public without registration, the Company covenants that it will use commercially reasonable efforts to (i) if and when it is subject to the periodic reporting requirement extent it shall be required to do so under the Exchange Act, use its commercially reasonable efforts to file in a timely manner all reports and other documents required required, if any, to be filed by it under the Securities Act and the Exchange Act and the rules and regulations adopted by the SEC thereunder and (ii) at all times take any and all such further action as each the Holder may reasonably request (including, but not limited to providing any and make available information necessary to comply with Rule 144, in each case in connection with resales of the Registrable Securities under the Securities Act)at all times, all to the extent required from time to time to enable such the Holder to sell Registrable Securities without registration under the Securities Act within the limitation of the exemptions provided by Rule 144 (if available with respect to resales of the Registrable Securities) promulgated under the Securities Act, as such rules rule may be amended from time to time. Upon the written reasonable request of a the Holder, the Company shall will deliver to the Holder a written statement as to whether it has complied with such information requirements, and, if not, the covenants set forth abovespecific reasons for non-compliance.

Appears in 1 contract

Samples: Registration Rights Agreement (Vantage Drilling International)

Rule 144; Other Exemptions. With a view to making available to the Holders the benefits of Rule 144 promulgated under the Securities Act and any other rules and regulations rule or regulation of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registrationregistration or pursuant to a registration on Form S-3, the Company covenants that it will use commercially reasonable efforts to (i) if and when it is subject to the periodic reporting requirement under the Exchange Act, shall file in a timely manner all reports and other documents required to be filed by it under the Securities Act and the Exchange Act and the rules and regulations adopted by the SEC thereunder thereunder, and (ii) at all times that it shall take any and all such further action as each Holder may reasonably request (including, but not limited to to, providing any information necessary to comply with Rule 144, in each case in connection Rules 144 and 144A (if available with respect to resales of the Registrable Securities Securities) under the Securities Act), all to the extent required from time to time to enable such Holder to sell Registrable Securities without registration under the Securities Act within the limitation of the exemptions provided by (i) Rule 144 or Rule 144A (if available with respect to resales of the Registrable Securities) under the Securities Act, as such rules may be amended from time to time. Upon , or (ii) any other rules or regulations now existing or hereafter adopted by the written request of a Holder, the Company shall deliver to the Holder a written statement as to whether it has complied with the covenants set forth aboveSEC.

Appears in 1 contract

Samples: Registration Rights Agreement (Golden Books Family Entertainment Inc)

Rule 144; Other Exemptions. With a view to making available to the Holders the benefits of Rule 144 and 144A promulgated under the Securities Act and other rules and regulations of the SEC that may at any time permit a Holder to sell securities of the Company to the public without registration, the Company covenants that following the Audit Date it will shall use commercially reasonable efforts to (i) if and when it is subject to the periodic reporting requirement under the Exchange Act, file in a timely manner all reports and other documents required to be filed by it under the Securities Act and the Exchange Act and the rules and regulations adopted by the SEC thereunder and (ii) at all times take any and all such further action as each Holder may reasonably request (including, but not limited to to, providing any information necessary to comply with Rule 144Rules 144 and 144A, in each case in connection if available with respect to resales of the Registrable Securities Securities, under the Securities Act), all to the extent required from time to time to enable such Holder to sell Registrable Securities without registration under the Securities Act within the limitation of the exemptions provided by (x) Rule 144 or Rule 144A (if available with respect to resales of the Registrable Securities) under the Securities Act, as such rules may be amended from time to time. Upon , or (y) any other rules or regulations now existing or hereafter adopted by the written request of a Holder, the Company shall deliver to the Holder a written statement as to whether it has complied with the covenants set forth aboveSEC.

Appears in 1 contract

Samples: Registration Rights Agreement (American Banknote Corp)

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