SEC Reporting Compliance. (a) With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, through the second anniversary of this Agreement, the Company will: (i) make and keep "current public information" regarding the Company available, as defined in Commission Rule 144(c) under the Securities Act, and cooperate with the Holders and take such further reasonable action as the Holders may reasonable request in writing (including, without limitation, making such reasonable representations as the Holders may reasonably request); (ii) use its commercially reasonable efforts to file with the Commission in a timely manner all SEC Reports and other filings and documents required of the Company under the Securities Act and the Exchange Act; and (iii) so long as a Holder owns any Registrable Securities, furnish the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements under the Securities Act and the Exchange Act, including compliance with SEC Rule 144(c), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of, or reasonably obtainable by, the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration. Notwithstanding the foregoing, nothing in this Section 7.1(a) shall be deemed to require the Company to register any of its securities (other than the Common Stock) under any section of the Exchange Act. (b) The Company shall file the reports required to be filed by it under the Exchange Act and shall comply with all other requirements set forth in the instruction to Form S-3 in order to allow the Company to be eligible to file registration statements on Form S-3.
Appears in 4 contracts
Samples: Registration Rights Agreement (Warburg Pincus Investors Lp), Registration Rights Agreement (Indus International Inc), Registration Rights Agreement (Warburg Pincus Investors Lp)
SEC Reporting Compliance. (a) With During the Effectiveness Period and with a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, through the second anniversary of this Agreement, the Company will:
(i) make and keep "current public information" regarding the Company available, as defined in Commission Rule 144(c) under the Securities Act, and cooperate with the Holders and take such further reasonable action as the Holders may reasonable request in writing (including, without limitation, making such reasonable representations as the Holders may reasonably request);
(ii) use its commercially reasonable efforts to file with the Commission in a timely manner all SEC Reports and other filings and documents required of the Company under the Securities Act and the Exchange Act; and
(iii) so long as a Holder owns any Registrable Securities, furnish to such Holder and the Holder Trustee forthwith upon request a written statement by the Company as to its compliance with the reporting requirements under the Securities Act and the Exchange Act, including compliance with SEC Rule 144(c), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of, or reasonably obtainable by, the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration. Notwithstanding the foregoing, nothing in this Section 7.1(a) shall be deemed to require the Company to register any of its securities (other than the Common StockConversion Shares) under any section of the Exchange Act, unless otherwise required.
(b) The Company shall timely file the reports required to be filed by it under the Exchange Act and shall comply with all other requirements set forth in the instruction to Form S-3 F-3 in order to allow the Company to be eligible to file registration statements on Form S-3F-3.
Appears in 2 contracts
Samples: Indenture (Millicom International Cellular Sa), Indenture (Millicom International Cellular Sa)
SEC Reporting Compliance. (a) With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, through the second anniversary of this Agreement, the Company will:
(i) make and keep "current public information" regarding the Company available, as defined in Commission SEC Rule 144(c) under the Securities Act, and cooperate with the Holders and take such further reasonable action as the Holders may reasonable reasonably request in writing (including, without limitation, making such reasonable representations as the Holders may reasonably request)) consistent with the requirements of SEC Rule 144;
(ii) use its commercially reasonable efforts to file with the Commission in a timely manner all SEC Reports and other filings and documents required of the Company under the Securities Act and the Exchange Act; and
(iii) so long as a Holder owns any Registrable Securities, furnish the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements under the Securities Act and the Exchange Act, including compliance with SEC Rule 144(c), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of, or reasonably obtainable by, the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration. Notwithstanding the foregoing, nothing in this Section 7.1(a) shall be deemed to require the Company to register any of its securities (other than the Common Stock) under any section of the Exchange Act.
(b) The Company shall file the reports required to be filed by it under the Exchange Act and shall comply with all other requirements set forth in the instruction instructions to Form S-3 the SEC form that the Company uses to register the Registrable Securities in order to allow the Company to be eligible to file registration statements on Form S-3such SEC form.
Appears in 2 contracts
Samples: Subscription Agreement (Dennys Corp), Subscription Agreement (Mellon HBV Alternative Strategies LLC)
SEC Reporting Compliance. (a) With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, through the second anniversary of this Agreement, the Company Issuer will:
(i) make and keep "βcurrent public information" β regarding the Company Issuer available, as defined in Commission Rule 144(c) under the Securities Act, and cooperate with the Holders and take such further reasonable action as the Holders may reasonable reasonably request in writing (including, without limitation, making such reasonable representations as the Holders may reasonably request);
(ii) use its commercially reasonable efforts to file with the Commission in a timely manner all SEC Reports and other filings and documents required of the Company Issuer under the Securities Act and the Exchange Act; and
(iii) so long as a Holder owns any Registrable Securities, furnish the Holder forthwith upon request a written statement by the Company Issuer as to its compliance with the reporting requirements under the Securities Act and the Exchange Act, including compliance with SEC Rule 144(c), a copy of the most recent annual or quarterly report of the CompanyIssuer, and such other reports and documents of the Company Issuer and other information in the possession of, or reasonably obtainable by, the Company Issuer as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration. Notwithstanding the foregoing, nothing in this Section 7.1(a) shall be deemed to require the Company Issuer to register any of its securities (other than the Buyer Common Stock) under any section of the Exchange Act.
(b) The Company Issuer shall file the reports required to be filed by it under the Exchange Act and shall comply with all other requirements set forth in the instruction to Form S-3 in order to allow the Company Issuer to be eligible to file registration statements on Form S-3.
Appears in 1 contract
Samples: Registration Rights Agreement (Paradyne Networks Inc)
SEC Reporting Compliance. (a) With a view to making available the benefits of certain rules and regulations of the Commission which may at any time permit the sale of the Registrable Securities to the public without registration, through the second anniversary of this Agreement, the Company will:
(i) make and keep "current public information" regarding the Company available, as defined in Commission Rule 144(c) under the Securities Act, and cooperate with the Holders and take such further reasonable action as the Holders may reasonable reasonably request in writing (including, without limitation, making such reasonable representations as the Holders may reasonably request);
(ii) use its commercially reasonable efforts to file with the Commission in a timely manner all SEC Reports and other filings and documents required of the Company under the Securities Act and the Exchange Act; and
(iii) so long as a Holder owns any Registrable Securities, furnish the Holder forthwith upon request a written statement by the Company as to its compliance with the reporting requirements under the Securities Act and the Exchange Act, including compliance with SEC Rule 144(c), a copy of the most recent annual or quarterly report of the Company, and such other reports and documents of the Company and other information in the possession of, or reasonably obtainable by, the Company as a Holder may reasonably request in availing itself of any rule or regulation of the Commission allowing a Holder to sell any such securities without registration. Notwithstanding the foregoing, nothing in this Section 7.1(a) shall be deemed to require the Company to register any of its securities (other than the Common Stock) under any section of the Exchange Act.
(b) The Company shall file the reports required to be filed by it under the Exchange Act and shall comply with all other requirements set forth in the instruction to Form S-3 in order to allow the Company to be eligible to file registration statements on Form S-3.
Appears in 1 contract
Samples: Registration Rights Agreement (Indus International Inc)