Common use of Compliance with Rule 144 and Rule 144A Clause in Contracts

Compliance with Rule 144 and Rule 144A. Upon the Corporation’s (i) registration of a class of securities under Section 12 of the Exchange Act, (ii) issuance of an offering circular meeting the requirements of Regulation A under the Securities Act or (iii) commencement of the filing of reports under Section 13 or 15(d) of the Exchange Act following a Qualified IPO, then at the request of any holder of Registrable Securities who proposes to sell securities in compliance with Rule 144, the Corporation will (i) forthwith furnish to such holder a written statement of compliance with the filing requirements of the Commission as set forth in Rule 144, and (ii) make available to the public and such holders such information, and take such action as is reasonably necessary, to enable the holders of Registrable Securities to make sales pursuant to Rule 144. Unless the Corporation is subject to Section 13 or 15(d) of the Exchange Act, the Corporation will provide to the holder of Registrable Securities and to any prospective purchaser of Registrable Securities under Rule 144A of the Commission, the information described in Rule 144A(d)(4) of the Commission.

Appears in 1 contract

Samples: Stockholder Agreement (Mission Produce, Inc.)

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Compliance with Rule 144 and Rule 144A. Upon At any time and from time to time after (a) the Corporation’s (i) registration of Corporation registers a class of securities under Section 12 of the Securities Exchange Act, (ii) issuance of an offering circular meeting the requirements of Regulation A under the Securities Act or (iiib) commencement the expiration of 90 days following the filing close of business on the earlier of such date as the Corporation commences to file reports under Section 13 or Section 15(d) of the Securities Exchange Act following a Qualified IPO, then at the request of any holder of Registrable Securities who proposes to sell securities in compliance with Rule 144Act, the Corporation will (i) forthwith furnish to such any holder upon request a written statement of compliance with the filing requirements of the Commission as set forth in Rule 144, and 144 as such rule may be amended from time to time (ii) make available to the public and such holders such information, and take such action information as is reasonably necessary, to will enable the holders of Registrable Securities Holdings to make sales pursuant to Rule 144, and (iii) file with the Commission in a timely manner all reports and other documents required of the Corporation under The Exchange Act. Unless the Corporation is subject to Section 13 or Section 15(d) of the Securities Exchange Act, the Corporation will provide to the holder of Registrable Securities and to any prospective purchaser of Registrable Securities under Rule 144A of the Commission, Holdings the information described in Rule 144A(d)(4) of promulgated by the Commission.

Appears in 1 contract

Samples: Registration Rights Agreement (Hewitt Associates Inc)

Compliance with Rule 144 and Rule 144A. Upon At any time and from time to time after (a) the Corporation’s (i) registration of Corporation registers a class of securities under Section 12 of the Securities Exchange Act, (ii) issuance of an offering circular meeting the requirements of Regulation A under the Securities Act or (iiib) commencement the expiration of 90 days following the filing close of business on the earlier of such date as the Corporation commences to file reports under Section 13 or Section 15(d) of the Securities Exchange Act following a Qualified IPO, then at the request of any holder of Registrable Securities who proposes to sell securities in compliance with Rule 144Act, the Corporation will (i) forthwith furnish to such any holder upon request a written statement of compliance with the filing requirements of the Commission as set forth in Rule 144144 as such rule may be amended from time to time, and (ii) make available to the public and such holders such information, and take such action information as is reasonably necessary, to will enable the holders of Registrable Securities Holdings to make sales pursuant to Rule 144, and (iii) file with the Commission in a timely manner all reports and other documents required of the Corporation under The Exchange Act. Unless the Corporation is subject to Section 13 or Section 15(d) of the Securities Exchange Act, the Corporation will provide to the holder of Registrable Securities and to any prospective purchaser of Registrable Securities under Rule 144A of the Commission, Holdings the information described in Rule 144A(d)(4) of promulgated by the Commission.

Appears in 1 contract

Samples: Registration Rights Agreement (Hewitt Associates Inc)

Compliance with Rule 144 and Rule 144A. Upon At any time and from time to time after (a) the Corporation’s (i) registration of Corporation registers a class of securities under Section 12 of the Securities Exchange Act, (ii) issuance of an offering circular meeting the requirements of Regulation A under the Securities Act or (iiib) commencement the expiration of 90 days following the filing close of business on the earlier of such date as the Corporation commences to file reports under Section 13 or Section 15(d) of the Securities Exchange Act following a Qualified IPOAct, then at the request of any holder of Registrable Securities Holder who proposes to sell securities in compliance with Rule 144144 promulgated by the Commission, the Corporation will (i) forthwith furnish to such holder a written statement of compliance with the filing requirements of the Commission as set forth in Rule 144, 144 as such rule may be amended from time to time and (ii) make available to the public and such holders Holders such information, and take information as will enable such action as is reasonably necessary, to enable the holders of Registrable Securities Holders to make sales pursuant to Rule 144. Unless the Corporation is subject to Section 13 or Section 15(d) of the Securities Exchange Act, the Corporation will provide to the holder any Holder of Registrable Securities Shares and to any prospective purchaser of Registrable Securities Shares under Rule 144A of promulgated by the Commission, the information described in Rule 144A(d)(4) of promulgated by the Commission.

Appears in 1 contract

Samples: Registration Agreement (Natural Nutrition Group Inc)

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Compliance with Rule 144 and Rule 144A. Upon Subject to Section 4, at any time and from time to time after (a) the Corporation’s (i) registration of Corporation registers a class of securities under Section 12 of the Exchange Act, (ii) issuance of an offering circular meeting the requirements of Regulation A under the Securities Act or (iiib) commencement the expiration of 90 days following the filing close of business on the earlier of such date as the Corporation commences to file reports under Section 13 or Section 15(d) of the Exchange Act following a Qualified IPOAct, then at the request of any holder of Registrable Securities Holder who proposes to sell securities in compliance with Rule 144144 promulgated by the Commission, the Corporation will (i) forthwith furnish to such holder a written statement of compliance with the filing requirements of the Commission as set forth in Rule 144, 144 as such rule may be amended from time to time and (ii) make available to the public and such holders Holders such information, and take information as will enable such action as is reasonably necessary, to enable the holders of Registrable Securities Holders to make sales pursuant to Rule 144. Unless the Corporation is subject to Section 13 or Section 15(d) of the Exchange Act, the Corporation will provide to the holder any Holder of Registrable Securities and to any prospective purchaser of Registrable Securities under Rule 144A of promulgated by the Commission, the information described in Rule 144A(d)(4) of promulgated by the Commission.

Appears in 1 contract

Samples: Agreement (Collegis Inc)

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