Rule 144 Sales Sample Clauses

Rule 144 Sales. At the request of any Holder who proposes to sell securities in compliance with Rule 144 of the SEC, the Company will (i) forthwith furnish to such Holder a written statement of compliance with the filing requirements of the SEC as set forth in Rule 144, as such rules may be amended from time to time and (ii) make available to the public and such Holder such information as will enable the Holder to make sales pursuant to Rule 144.

Rule 144 Sales. (a) The Company covenants that it will use its reasonable efforts to file the reports required to be filed by the Company under the Exchange Act, so as to enable any Holder to sell Registrable Stock pursuant to Rule 144 under the Securities Act. (b) In connection with any sale, transfer or other disposition by any Holder of any Registrable Stock pursuant to Rule 144 under the Securities Act, the Company shall cooperate with such Holder to facilitate the timely preparation and delivery of certificates representing Registrable Stock sold and not bearing any Securities Act legend and to enable certificates for such Registrable Stock to be issued for such number of shares and registered in such names as the selling Holder may reasonably request.

Rule 144 Sales. If any of the Securities are disposed of according to Rule 144 ("Rule 144 Transaction") under the Securities Act or otherwise, Consultant shall promptly notify the Company of such intended disposition and shall deliver to the Company at or prior to the time of such disposition such documentation as the Company may reasonably request in connection with such sale and, in the case of a disposition pursuant to Rule 144, shall deliver to the Company an executed copy of any notice on Form 144 required to filed with the Securities and Exchange Commission.

Rule 144 Sales. (a) The Company covenants that it will file the reports required to be filed by the Company under the Securities Act and the Exchange Act so as to enable the Holders to sell Shares pursuant to Rule 144 under the Securities Act.

Rule 144 Sales. The Purchaser may sell at any time any of the Securities in a Rule 144 Transaction (as hereinafter defined); provided, that, each such sale shall be made in compliance with this Section 2.4. If any of the Securities are disposed of according to Rule 144 ("Rule 144 Transaction") under the Securities Act or otherwise, the Purchaser shall promptly notify the Company of such intended disposition and shall deliver to the Company at or prior to the time of such disposition such documentation as the Company may reasonably request in connection with such sale and, in the case of a disposition pursuant to Rule 144, shall deliver to the Company an executed copy of any notice on Form 144 required to filed with the Securities and Exchange Commission.

Rule 144 Sales. With a view to making available to each Holder the benefits of Rule 144 and any other similar rule or regulation of the Commission that may at any time permit such Holder to sell securities of the Company to the public without registration, the Company agrees to furnish to such Holder, so long as such Holder owns any Registrable Securities, promptly upon written request (i) a written statement by the Company, if true, that it has complied with the reporting requirements of Rule 144 and the Exchange Act, (ii) to the extent not publicly available through the Commission’s ▇▇▇▇▇ database, a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by the Company with the Commission, and (iii) such other information as may be reasonably requested by such Holder in connection with such Holder’s compliance with any rule or regulation of the Commission which permits the selling of any such securities without registration.

Rule 144 Sales. If at any time the Seller has a bona fide intention to sell any of the Shares pursuant to Rule 144 ("Rule 144") of the Rules and Regulations issued under the Securities Act of 1933, as amended (the "Act") during the immediately succeeding 90 calendar day period (such period being referred to as the "Qualified Period"), the Seller shall provide the Purchaser with a notice (the "Rule 144 Notice") which (i) notifies the Purchaser of such intention, (ii) sets forth the number of Shares desired to be sold (the "Rule 144 Shares") and (iii) irrevocably offers to sell the Rule 144 Shares to the Purchaser at a per-share price equal to (1) the reported closing price of the outstanding shares of Common Stock on the day preceding the date of the Rule 144 Notice as reported by the Nasdaq National Market System, (2) if such shares are listed on a national securities exchange, the last reported sales price of the outstanding shares of Common Stock on such exchange (which shall be for consolidated trading if applicable to such exchange) on the day preceding the date of the Rule 144 Notice, or (3) if neither so reported or listed, the last reported bid price of such shares (the "Rule 144 Purchase Price"). At any time within five business days after the date of receipt by the Purchaser of the Rule 144 Notice (the "Rule 144 Exercise Period"), the Purchaser shall have the right to purchase all, but not less than all, of the Rule 144 Shares by notifying the Seller in writing of its election to purchase such Shares (the "Rule 144 Exercise Notice"), whereupon the Purchaser shall be unconditionally (unless prohibited by applicable law) obligated to purchase the Rule 144 Shares. Upon the Seller's receipt of the Rule 144 Exercise Notice, the Seller shall sell the Rule 144 Shares to the Purchaser pursuant to the provisions of Section 1(e). If at the end of the Rule 144 Exercise Period the Purchaser has not delivered a Rule 144 Exercise Notice to the Seller, then the Seller may, during the Qualified Period, sell any or all of the Rule 144 Shares pursuant to Rule 144 at a per-share price not less than 97.5% of the Rule 144 Purchase Price. Such sale shall be otherwise without restriction and shall not require further notice to the Purchaser. Upon such sale, the Right of First Refusal shall terminate with respect to the Rule 144 Shares so sold. If at the end of the Qualified Period the Seller has not sold all of the Rule 144 Shares as aforesaid, then the Seller shall not thereafter sell...

Rule 144 Sales. For so long as any Investor owns any Underlying Shares, the Company shall use reasonable best efforts to take such further necessary action as any Investor may reasonably request in connection with the removal of any restrictive legend on the Underlying Shares being sold so as to allow such Investor to sell such Underlying Shares within the limitations of the exemption provided by Rule 144.

Rule 144 Sales. Following the completion of the Initial Sale and subject to any Lock-up Agreements, the Stockholder may effect a Transfer of any of the remaining Registrable Securities then held by the Stockholder pursuant to Rule 144 under the Securities Act.