Common use of RULE 144A AND RULE 144 Clause in Contracts

RULE 144A AND RULE 144. The Company and each Guarantor agrees with each Holder that, from and after the Closing Date, for so long as any Transfer Restricted Securities remain outstanding or, if earlier, until two years after the Closing Date, if the Company (a) shall cease to file reports under Sections 13 and 15(d) of the Exchange Act with the Commission, the Company shall furnish to holders of the Notes and prospective purchasers of Notes designated by such holders, upon request of such holders or such prospective purchasers, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act to permit compliance with Rule 144A in connection with resales of the Notes, and (b) is subject to Section 13 or 15(d) of the Exchange Act, the Company will use all commercially reasonable efforts to make all filings required thereby in a timely manner in order to permit resales of such Transfer Restricted Securities pursuant to Rule 144.

RULE 144A AND RULE 144. The Company and each Guarantor agrees with each Holder that, from and after the Closing DateHolder, for so long as any Transfer Restricted Securities remain outstanding or, if earlier, until two years after the Closing Date, if and during any period in which the Company (a) shall cease to file reports under Sections 13 and 15(d) of the Exchange Act with the Commission, the Company shall furnish to holders of the Notes and prospective purchasers of Notes designated by such holders, upon request of such holders or such prospective purchasers, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act to permit compliance with Rule 144A in connection with resales of the Notes, and Guarantor (bi) is not subject to Section 13 or 15(d) of the Exchange Act, to make available, upon request of any Holder of Transfer Restricted Securities, to any Holder or beneficial owner of Transfer Restricted Securities in connection with any sale thereof and any prospective purchaser of such Transfer Restricted Securities designated by such Holder or beneficial owner, the Company will use all commercially reasonable efforts information required by Rule 144A(d)(4) under the Act in order to permit resales of such Transfer Restricted Securities pursuant to Rule 144A, and (ii) is subject to Section 13 or 15 (d) of the Exchange Act, to make all filings required thereby in a timely manner in order to permit resales of such Transfer Restricted Securities pursuant to Rule 144.

RULE 144A AND RULE 144. The Company and each Guarantor agrees with each Holder that, from and after the Closing DateHolder, for so long as any Transfer Restricted Securities remain outstanding or, if earlier, until two years after the Closing Date, if and during any period in which the Company or such Guarantor (ai) shall cease is not subject to file reports under Sections Section 13 and or 15(d) of the Exchange Act with the CommissionAct, the Company shall furnish to holders of the Notes and prospective purchasers of Notes designated by such holdersmake available, upon request of any Holder, to such holders Holder or beneficial owner of Transfer Restricted Securities in connection with any sale thereof and any prospective purchaser of such prospective purchasersTransfer Restricted Securities designated by such Holder or beneficial owner, the information required to be delivered pursuant to by Rule 144A(d)(4) under the Securities Act in order to permit compliance with resales of such Transfer Restricted Securities pursuant to Rule 144A in connection with resales of under the Notes, Act and (bii) is subject to Section 13 or 15(d) of the Exchange Act, the Company will to use all commercially reasonable efforts to make all filings required thereby (other than Form 8-K reports) in a timely manner in order to permit resales of such Transfer Restricted Securities pursuant to Rule 144.

RULE 144A AND RULE 144. The Company and each Guarantor agrees with each Holder that, from and after the Closing DateHolder, for so long as any Transfer Restricted Securities remain outstanding or, if earlier, until two years after the Closing Date, if and during any period in which the Company (a) shall cease to file reports under Sections 13 and 15(d) of the Exchange Act with the Commission, the Company shall furnish to holders of the Notes and prospective purchasers of Notes designated by such holders, upon request of such holders or such prospective purchasers, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act to permit compliance with Rule 144A in connection with resales of the Notes, and (bi) is not subject to Section 13 or 15(d) of the Exchange Act, to make available, upon request of any Holder, to such Holder or beneficial owner of Transfer Restricted Securities in connection with any sale thereof and any prospective purchaser of such Transfer Restricted Securities designated by such Holder or beneficial owner, the Company will use all commercially reasonable efforts information required by Rule 144A(d)(4) under the Act in order to permit resales of such Transfer Restricted Securities pursuant to Rule 144A, and subject to Section 4.6 of the Indenture in the case of Exchange Debentures, and (ii) is subject to Section 13 or 15 (d) of the Exchange Act, to make all filings required thereby in a timely manner in order to permit resales of such Transfer Restricted Securities pursuant to Rule 144, and subject to Section 2.6 of the Indenture in the case of Exchange Debentures.

RULE 144A AND RULE 144. The Company and each Guarantor agrees with each Holder that, from and after the Closing DateHolder, for so long as any Transfer Restricted Securities remain outstanding or, if earlier, until two years after the Closing Date, if and during any period in which the Company (a) shall cease to file reports under Sections 13 and 15(d) of the Exchange Act with the Commission, the Company shall furnish to holders of the Notes and prospective purchasers of Notes designated by such holders, upon request of such holders or such prospective purchasers, the information required to be delivered pursuant to Rule 144A(d)(4) under the Securities Act to permit compliance with Rule 144A in connection with resales of the Notes, and (bi) is not subject to Section 13 or 15(d) of the Exchange Act, to make available, upon request of any Holder, to such Holder or beneficial owner of Transfer Restricted Securities in connection with any sale thereof and any prospective purchaser of such Transfer Restricted Securities designated by such Holder or beneficial owner, the Company will use all commercially reasonable efforts information required by Rule 144A(d)(4) under the Act in order to permit resales of such Transfer Restricted Securities pursuant to Rule 144A, subject to Section 4.6 of the Indenture, and (ii) is subject to Section 13 or 15 (d) of the Exchange Act, to make all filings required thereby in a timely manner in order to permit resales of such Transfer Restricted Securities pursuant to Rule 144, subject to Section 2.6 of the Indenture.