Common use of Rule 144A Information Requirement Clause in Contracts

Rule 144A Information Requirement. Within the period prior to the expiration of the holding period applicable to sales of the Notes 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 Exchange Act, upon the request of any Holder or beneficial holder of the Notes or any Common Stock issued upon conversion thereof make available to such Holder or beneficial holder of Notes or any Common Stock issued upon conversion thereof in connection with any sale thereof and any prospective purchaser of Notes or such Common Stock designated by such Holder or beneficial holder, the information required pursuant to Rule 144A(d)(4) under the Securities Act and the Company will take such further action as any Holder or beneficial holder of such Notes or such Common Stock may reasonably request, all to the extent required from time to time to enable such Holder or beneficial holder to sell its Notes or Common Stock 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 Notes or such Common Stock, the Company will deliver to such Holder a written statement as to whether such Holder and prospective purchaser have complied with such requirements.

Appears in 2 contracts

Samples: Indenture (Aar Corp), Indenture (Aar Corp)

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Rule 144A Information Requirement. Within the period prior to the expiration of the holding period applicable to sales of the Notes 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 Exchange Act, upon the request of any Holder or beneficial holder of the Notes or any Common Stock issued upon conversion thereof Securities make available to such Holder or beneficial holder of Notes Securities or any Common Stock issued upon conversion thereof which continue to be Restricted Securities in connection with any sale thereof and any prospective purchaser of Notes Securities or such Common Stock designated by such Holder or beneficial holder, the information required pursuant to Rule 144A(d)(4) under the Securities Act and the Company will take such further action as any Holder or beneficial holder of such Notes or such Common Stock may reasonably requestAct, all to the extent required from time to time to enable such Holder or beneficial holder to sell its Notes Securities or Common Stock 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 Notes Securities or such Common Stock, the Company will deliver to such Holder a written statement as to whether such Holder and prospective purchaser have it has complied with such requirements.

Appears in 2 contracts

Samples: Satisfaction and Discharge of Indenture (Actuant Corp), Indenture (Actuant Corp)

Rule 144A Information Requirement. Within the period prior to the expiration of the holding period applicable to sales of the Notes 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 Exchange Act, upon the request of any Holder or beneficial holder of the Notes or any Common Stock issued upon conversion thereof make available to such any Holder or beneficial holder of Notes or any Common Stock issued upon conversion thereof which continue to be Restricted Notes in connection with any sale thereof and any prospective purchaser of Notes or such Common Stock 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 Notes or such Common Stock and the Company it will take such further action as any Holder or beneficial holder of such Notes or such Common Stock may reasonably request, all to the extent required from time to time to enable such Holder or beneficial holder to sell its Notes or Common Stock 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 Notes or such Common Stock, the Company will deliver to such Holder a written statement as to whether such Holder and prospective purchaser have it has complied with such requirements.

Appears in 2 contracts

Samples: Indenture (Emcore Corp), Cubist Pharmaceuticals Inc

Rule 144A Information Requirement. Within the period prior to the expiration of the holding period applicable to sales of the Notes Securities under Rule 144(k) under the Securities Act (or any successor provision), the Company covenants Obligors covenant and agrees agree that it they shall, during any period in which it is they are not subject to Section 13 or 15(d) under the Exchange Act, upon the request of any Holder or beneficial holder of the Notes or any Common Stock issued upon conversion thereof Securities make available to such Holder or beneficial holder of Notes Securities or any Common Stock issued upon conversion thereof in connection with any sale thereof and any prospective purchaser of Notes Securities or such Common Stock designated by such Holder or beneficial holder, the information required pursuant to Rule 144A(d)(4) under the Securities Act and the Company they will take such further action as any Holder or beneficial holder of such Notes Securities or such Common Stock may reasonably request, all to the extent required from time to time to enable such Holder or beneficial holder to sell its Notes Securities or Common Stock 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 Notes Securities or such Common Stock, the Company Obligors will deliver to such Holder a written statement as to whether such Holder and prospective purchaser they have complied with such requirements.

Appears in 2 contracts

Samples: Valeant Pharmaceuticals International, Inc., Valeant Pharmaceuticals International

Rule 144A Information Requirement. (a) Within the period prior to the expiration of the holding period applicable to sales of the Notes 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 Section 15(d) under the Exchange Act, upon the request of any Holder or beneficial holder of the Notes or any Common Stock issued upon conversion thereof Securities make available to such Holder or beneficial holder of Notes Securities or any Common Stock issued upon conversion thereof which continue to be Transfer Restricted Securities in connection with any sale thereof and any prospective purchaser of Notes Securities or such Common Stock designated by such Holder or beneficial holder, the information required pursuant to Rule 144A(d)(4) under the Securities Act and the Company it will take such further action as any Holder or beneficial holder of such Notes Securities or such Common Stock may reasonably request, all to the extent required from time to time to enable such Holder or beneficial holder to sell its Notes Securities or Common Stock 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 Notes Securities or such Common Stock, the Company will deliver to such Holder a written statement as to whether such Holder and prospective purchaser have it has complied with such requirements.

Appears in 1 contract

Samples: Indenture (Meritor Inc)

Rule 144A Information Requirement. Within the period prior to the expiration of the holding period applicable to sales of the Notes 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 Exchange Act, upon the request of any Holder or beneficial holder of the Notes or any Common Stock issued upon conversion thereof make available to such Holder or beneficial holder of Notes or any Common Stock issued upon conversion thereof in connection with any sale thereof and any prospective purchaser of Notes or such Common Stock designated by such Holder or beneficial holder, the information required pursuant to Rule 144A(d)(4) under the Securities Act and the Company they will take such further action as any Holder or beneficial holder of such Notes or such Common Stock may reasonably request, all to the extent required from time to time to enable such Holder or beneficial holder to sell its Notes or Common Stock 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 Notes or such Common Stock, the Company will deliver to such Holder a written statement as to whether such Holder and prospective purchaser have complied with such requirements.

Appears in 1 contract

Samples: Indenture (Kroll Inc)

Rule 144A Information Requirement. Within the period prior to the expiration of the holding period applicable to sales of the Notes 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 Exchange Act, upon the request of any Holder or beneficial holder of the Notes or any Common Stock issued upon conversion thereof Securities make available to such Holder or beneficial holder of Notes Securities or any Common Stock issued upon conversion thereof that continue to be Restricted Securities in connection with any sale thereof and any prospective purchaser of Notes Securities or such Common Stock designated by such Holder or beneficial holder, the information required pursuant to Rule 144A(d)(4) under the Securities Act and the Company will it shall take such further action as any Holder or beneficial holder of such Notes Securities or such Common Stock may reasonably request, all to the extent required from time to time to enable such Holder or beneficial holder to sell its Notes Securities or Common Stock 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 Notes Securities or such Common Stock, the Company will shall deliver to such Holder a written statement as to whether such Holder and prospective purchaser have it has complied with such requirements.

Appears in 1 contract

Samples: Century Aluminum Co

Rule 144A Information Requirement. Within the period prior to the expiration of the holding period applicable to sales of the Notes under Rule 144(k144(d) 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 Exchange Act, upon the request of any Holder or beneficial holder of the Notes or any Common Stock issued upon conversion thereof make available to such Holder or beneficial holder of Notes or any Common Stock issued upon conversion thereof in connection with any sale thereof and any prospective purchaser of Notes or such Common Stock designated by such Holder or beneficial holder, the information required pursuant to Rule 144A(d)(4) under the Securities Act and the Company they will take such further action as any Holder or beneficial holder of such Notes or such Common Stock may reasonably request, all to the extent required from time to time to enable such Holder or beneficial holder to sell its Notes or Common Stock 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 Notes or such Common Stock, the Company will deliver to such Holder a written statement as to whether such Holder and prospective purchaser have complied with such requirements.

Appears in 1 contract

Samples: Indenture (Aar Corp)

Rule 144A Information Requirement. Within the period prior to the expiration of the holding period applicable to sales of the Notes 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 Exchange Act, upon the request of any Holder or beneficial holder of the Notes or any Common Stock issued upon conversion thereof Securities make available to such Holder or beneficial holder of Notes Securities or any Common Stock issued upon conversion thereof which continue to be Restricted Securities in connection with any sale thereof and any prospective purchaser of Notes Securities or such Common Stock designated by such Holder or beneficial holder, the information required pursuant to Rule 144A(d)(4) under the Securities Act and the Company will it shall take such further action as any Holder or beneficial holder of such Notes Securities or such Common Stock may reasonably request, all to the extent required from time to time to enable such Holder or beneficial holder to sell its Notes Securities or Common Stock 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 Notes Securities or such Common Stock, the Company will shall deliver to such Holder a written statement as to whether such Holder and prospective purchaser have it has complied with such requirements.

Appears in 1 contract

Samples: Indenture (Quanex Corp)

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Rule 144A Information Requirement. Within the period prior to the expiration of the holding period applicable to sales of the Notes or any Common Stock issuable on conversion 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 Exchange Act, upon the request of any Holder or beneficial holder of the Notes or any Common Stock issued upon conversion thereof make available to such Holder any holder or owner of a beneficial interest in a Note or to any holder of Notes or any such Common Stock issued upon conversion thereof Stock, in either case which continues to be a Restricted Security, in connection with any sale thereof thereof, and to any prospective purchaser purchasers of Notes or such Common Stock designated by from such Holder holder or beneficial holder, the information required pursuant to Rule 144A(d)(4) under the Securities Act upon the written request of any holder of or owner of a beneficial interest in, the Notes or such Common Stock and the Company it will take such further action as any Holder holder or beneficial holder owner of such Notes or such Common Stock may reasonably request, all to the extent required from time to time to enable such Holder holder or beneficial holder owner to sell its Notes or Common Stock (or beneficial interests therein) without registration under the Securities Act within the limitation of the exemption provided by Rule 144A, as such Rule rule may be amended from time to time. Upon the request of any Holder or any beneficial holder of the Notes or such Common Stock, the Company will deliver to such Holder a written statement as to whether such Holder and prospective purchaser have complied with such requirements.

Appears in 1 contract

Samples: Indenture (Maverick Tube Corporation)

Rule 144A Information Requirement. Within the period prior to the expiration of the holding period applicable to sales of the Notes Debentures or Common Stock issued upon conversion 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 Exchange Act, upon the request of make available to any Holder holder or beneficial holder of the Notes Debentures or any Common Stock issued upon conversion thereof make available thereof, in each case which continue to such Holder or beneficial holder of Notes or any Common Stock issued upon conversion thereof be Restricted Securities, in connection with any sale thereof and any prospective purchaser of Notes Debentures or such Common Stock designated by from such Holder 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 Debentures or such Common Stock and the Company it will take such further action as any Holder holder or beneficial holder of such Notes Debentures or such Common Stock may reasonably request, all to the extent required from time to time to enable such Holder holder or beneficial holder to sell its Notes Debentures or Common Stock without registration under the Securities Act within the limitation of the exemption provided by Rule 144A, as such Rule rule may be amended from time to time. Upon the request of any Holder holder or any beneficial holder of the Notes Debentures or such Common Stock, the Company will deliver to such Holder holder a written statement as to whether such Holder and prospective purchaser have it has complied with such requirements.

Appears in 1 contract

Samples: Alkermes Inc

Rule 144A Information Requirement. Within the period prior to the expiration of the holding period applicable to sales of the Notes Securities or any Common Stock issuable on conversion 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 Exchange Act, upon the request of make available to any Holder or beneficial holder Holder of the Notes such Securities or any such Common Stock issued upon conversion thereof make available Stock, in each case which continue to such Holder or beneficial holder of Notes or any Common Stock issued upon conversion thereof be Restricted Securities, in connection with any sale thereof and any prospective purchaser purchasers of Notes Securities or such Common Stock designated by from 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 Securities or such Common Stock and the Company it will take such further action as any Holder or beneficial holder of such Notes Securities or such Common Stock may reasonably request, all to the extent required from time to time to enable such Holder or beneficial holder to sell its Notes Securities or Common Stock 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. 144A. Upon the request of any Holder or any beneficial holder of the Notes Securities or such Common Stock, the Company will deliver to such Holder a written statement as to whether such Holder and prospective purchaser have it has complied with such requirements.

Appears in 1 contract

Samples: Indenture (Novellus Systems Inc)

Rule 144A Information Requirement. Within the period prior to the expiration of the holding period applicable to sales of the Notes thereof under Rule 144(k) under the Securities Act (or any successor provision)) under the Securities Act, 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 Exchange Act, upon the request of any Holder or beneficial holder of the Notes or any Common Stock issued upon conversion thereof make available to such any Holder or beneficial holder of Notes or any Common Stock issued upon conversion thereof which continue to be Restricted Securities in connection with any sale thereof and any prospective purchaser of Notes or such Common Stock 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 Notes or such Common Stock and the Company it will take such further action as any Holder or beneficial holder of such Notes or such Common Stock may reasonably request, all to the extent required from time to time to enable such Holder holder or beneficial holder to sell its Notes or Common Stock 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 Notes or such Common Stock, the Company will deliver to such Holder a written statement as to whether such Holder and prospective purchaser have it has complied with such requirements.

Appears in 1 contract

Samples: Indenture (Spectrasite Holdings Inc)

Rule 144A Information Requirement. Within the period prior to the expiration of the holding period applicable to sales of the Notes under Rule 144(k) under the Securities Act (or any successor provision), the Company and each Guarantor covenants and agrees that it shall, during any period in which it is not subject to Section 13 or 15(d) under the Exchange Act, upon the request of any Holder or beneficial holder of the Notes or any Common Stock issued upon conversion thereof make available to such Holder or beneficial holder of Notes or any Common Stock issued upon conversion thereof in connection with any sale thereof and any prospective purchaser of Notes or such Common Stock designated by such Holder or beneficial holder, the information required pursuant to Rule 144A(d)(4) under the Securities Act and the Company they will take such further action as any Holder or beneficial holder of such Notes or such Common Stock may reasonably request, all to the extent required from time to time to enable such Holder or beneficial holder to sell its Notes or Common Stock 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 Notes or such Common Stock, the Company will deliver to such Holder a written statement as to whether such Holder and prospective purchaser have complied with such requirements.

Appears in 1 contract

Samples: Indenture (Saks Inc)

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