Common use of Rule 144A Information; No Resales By Affiliates Clause in Contracts

Rule 144A Information; No Resales By Affiliates. (a) Within the period prior to the expiration of the holding period applicable to sales thereof under Rule 144(k) under the Securities Act (or any successor provision), the Company covenants and agrees that it shall, during any period in which it is not subject to Section 13 or 15(d) under the Securities Exchange Act of 1934, make available to any holder or beneficial holder of Initial Notes in connection with any sale thereof and any prospective purchaser of Initial Notes designated by such holder or beneficial holder, the information required pursuant to Rule 144A(d)(4) under the Securities Act upon the request of any holder or beneficial holder of the Initial Notes and it will take such further action as any holder or beneficial holder of such Initial Notes may reasonably request, all to the extent required from time to time to enable such holder or beneficial holder to sell its Initial Notes without registration under the Securities Act within the limitation of the exemption provided by Rule 144A, as such Rule may be amended from time to time. Upon the request of any holder or any beneficial holder of the Initial Notes, the Company will deliver to such holder a written statement as to whether it has complied with such requirements. (b) Any Initial Note that, prior to the expiration of the holding period applicable to sales thereof under Rule 144(k) under the Securities Act (or any successor provision), is purchased or owned by the Company or any affiliate thereof (within the meaning of Rule 144) may not be resold by the Company or such affiliate unless registered under the Securities Act or resold pursuant to an exemption from the registration requirements of the Securities Act in a transaction which results in such Initial Note no longer being "restricted securities" (as defined under Rule 144).

Appears in 1 contract

Samples: Second Supplemental Indenture (Baxter International Inc)

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Rule 144A Information; No Resales By Affiliates. (a) Within the period prior to the expiration of the holding period applicable to sales thereof under Rule 144(k) 144 under the Securities Act (or any successor provision), the Company covenants and agrees that it shall, during any period in which it is not subject to Section 13 or 15(d) under the Securities Exchange Act of 1934Act, make available to any holder Holder or beneficial holder Holder of Initial Notes in connection with any sale thereof and any prospective purchaser of Initial Notes designated by such holder Holder or beneficial holderHolder, the information required pursuant to Rule 144A(d)(4) under the Securities Act upon the request of any holder Holder or beneficial holder Holder of the Initial Notes and it will shall take such further action as any holder Holder or beneficial holder Holder of such Initial Notes may reasonably request, all to the extent required from time to time to enable such holder Holder or beneficial holder Holder to sell its Initial Notes without registration under the Securities Act within the limitation of the exemption provided by Rule 144A, as such Rule may be amended from time to time. Upon the request of any holder Holder or any beneficial holder Holder of the Initial Notes, the Company will shall deliver to such holder Holder a written statement as to whether it has complied with such requirements. (b) Any Initial Note Notes that, prior to the expiration of the holding period applicable to sales thereof under Rule 144(k) 144 under the Securities Act (or any successor provision), is are purchased or owned by the Company or any affiliate thereof (within the meaning of Rule 144) that is controlled by the Company may not be resold by the Company or such affiliate unless registered under the Securities Act or resold pursuant to an exemption from the registration requirements of the Securities Act in a transaction which results in such Initial Note Notes no longer being "β€œrestricted securities" ” (as defined under Rule 144).

Appears in 1 contract

Samples: First Supplemental Indenture (Best Buy Co Inc)

Rule 144A Information; No Resales By Affiliates. (a) Within the period prior to the expiration of the holding period applicable to sales thereof under Rule 144(k) under the Securities Act (or any successor provision), the Company Issuer covenants and agrees that it shall, during any period in which it is not subject to Section 13 or 15(d) under the Securities Exchange Act of 1934, make available to any holder or beneficial holder of Initial Notes in connection with any sale thereof and any prospective purchaser of Initial Notes designated by such holder or beneficial holder, the information required pursuant to Rule 144A(d)(4) under the Securities Act upon the request of any holder or beneficial holder of the Initial Notes and it will take such further action as any holder or beneficial holder of such Initial Notes may reasonably request, all to the extent required from time to time to enable such holder or beneficial holder to sell its Initial Notes without registration under the Securities Act within the limitation of the exemption provided by Rule 144A, as such Rule may be amended from time to time. Upon the request of any holder or any beneficial holder of the Initial Notes, the Company Issuer will deliver to such holder a written statement as to whether it has complied with such requirements. (b) Any Initial Note that, prior to the expiration of the holding period applicable to sales thereof under Rule 144(k) under the Securities Act (or any successor provision), is purchased or owned by the Company Issuer or any affiliate thereof (within the meaning of Rule 144) that is controlled by the Issuer may not be resold by the Company Issuer or such affiliate unless registered under the Securities Act or resold pursuant to an exemption from the registration requirements of the Securities Act in a transaction which results in such Initial Note no longer being "restricted securitiesRESTRICTED SECURITIES" (as defined under Rule 144).

Appears in 1 contract

Samples: Supplemental Indenture (Chubb Capital Trust Iii)

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Rule 144A Information; No Resales By Affiliates. (a) Within the period prior to the expiration of the holding period applicable to sales thereof under Rule 144(k) under the Securities Act (or any successor provision), the Company covenants and agrees that it shall, during any period in which it is not subject to Section 13 or 15(d) under the Securities Exchange Act of 1934Act, make available to any holder Holder or beneficial holder owner of Initial Notes in connection with any sale thereof and any prospective purchaser of Initial Notes designated by such holder Holder or beneficial holderowner, the information required pursuant to Rule 144A(d)(4) under the Securities Act upon the request of any holder Holder or beneficial holder owner of the Initial Notes and it will take such further action as any holder Holder or beneficial holder owner of such Initial Notes may reasonably request, all to the extent required from time to time to enable such holder Holder or beneficial holder owner to sell its Initial Notes without registration under the Securities Act within the limitation of the exemption provided by Rule 144A, as such Rule may be amended from time to time. Upon the request of any holder Holder or any beneficial holder owner of the Initial Notes, the Company will deliver to such holder Holder or beneficial owner a written statement as to whether it has complied with such requirements. (b) Any Initial Note that, prior to the expiration of the holding period applicable to sales thereof under Rule 144(k) under the Securities Act (or any successor provision), is purchased or owned by the Company or any affiliate thereof (within the meaning of Rule 144144 under the Securities Act) that is controlled by the Company may not be resold by the Company or such affiliate unless registered under the Securities Act or resold pursuant to an exemption from the registration requirements of the Securities Act in a transaction which results in such Initial Note no longer being "restricted securities" (as defined under Rule 144144 of the Securities Act).

Appears in 1 contract

Samples: Supplemental Indenture (Hartford Financial Services Group Inc/De)

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