Common use of REPORTS UNDER THE 1934 ACT Clause in Contracts

REPORTS UNDER THE 1934 ACT. With a view to making available to the Investor the benefits of Rule 144 promulgated under the 1933 Act or any other similar rule or regulation of the SEC that may at any time permit the Investor to sell securities of the Company to the public without registration (“Rule 144”), provided that the Investor holds any Registrable Securities which are eligible for resale under Rule 144 and such information is necessary in order for the Investor to sell such Securities pursuant to Rule 144, the Company agrees to: make and keep public information available, as those terms are understood and defined in Rule 144; file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company’s obligations under Section 5(c) of the Investment Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and furnish to the Investor, promptly upon request, (i) a written statement by the Company that it has complied with the reporting requirements of Rule 144, the 1933 Act and the 1934 Act applicable to the Company, (ii) a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by the Company, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.

Appears in 2 contracts

Samples: Investment Agreement (Turbosonic Technologies Inc), Investment Agreement (Turbosonic Technologies Inc)

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REPORTS UNDER THE 1934 ACT. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the 1933 Act or any other similar rule or regulation of the SEC that may at any time permit the Investor Investors to sell securities of the Company to the public without registration ("Rule 144"), provided that the Investor holds any Registrable Securities which are eligible for resale under Rule 144 and such information is necessary in order for the Investor to sell such Securities pursuant to Rule 144, the Company agrees to: make and keep public information available, as those terms are understood and defined in Rule 144; file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company’s 's obligations under Section 5(c4(c) of the Investment Securities Purchase Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and furnish to the Investoreach Investor so long as such Investor owns Registrable Securities, promptly upon request, (i) a written statement by the Company Company, if true, that it has complied with the reporting requirements of Rule 144, the 1933 Act and the 1934 Act applicable to the CompanyAct, (ii) a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by the Company, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Universal Food & Beverage Compny)

REPORTS UNDER THE 1934 ACT. With a view to making available to the Investor the benefits of Rule 144 promulgated under the 1933 Act or any other similar rule or regulation of the SEC that may at any time permit the Investor to sell securities of the Company to the public without registration ("Rule 144"), provided that the Investor holds any Registrable Securities which are eligible for resale under Rule 144 and such information is necessary in order for the Investor to sell such Securities pursuant to Rule 144, the Company agrees to: make and keep public information available, as those terms are understood and defined in Rule 144; file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company’s 's obligations under Section 5(c) of the Investment Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and furnish to the Investor, promptly upon request, (i) a written statement by the Company that it has complied with the reporting requirements of Rule 144, the 1933 Act and the 1934 Act applicable to the Company, (ii) a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by the Company, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.

Appears in 1 contract

Samples: Registration Rights Agreement (MMRGlobal, Inc.)

REPORTS UNDER THE 1934 ACT. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the 1933 Act or any other similar rule or regulation of the SEC that may at any time permit the Investor Investors to sell securities of the Company to the public without registration ("Rule 144"), provided that the Investor holds any Registrable Securities which are eligible for resale under Rule 144 and such information is necessary in order for the Investor to sell such Securities pursuant to Rule 144, the Company agrees to: make and keep adequate public information available, as those terms are understood and defined in Rule 144, at all times; file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act so long as (i) the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company’s 's obligations under Section 5(c4(c) of the Investment Securities Purchase Agreement) and (ii) the filing of such reports and other documents is required for the applicable provisions of Rule 144; and furnish to the Investoreach Investor so long as such Investor owns Registrable Securities, promptly upon request, (i) a written statement by the Company that it has complied with the reporting requirements of Rule 144, the 1933 Act 144 and the 1934 Act applicable to the CompanyAct, (ii) a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by the Company, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Winwin Gaming Inc)

REPORTS UNDER THE 1934 ACT. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the 1933 Act or any other similar rule or regulation of the SEC that may at any time permit the Investor investors to sell securities of the Company to the public without registration ("Rule 144"), provided that the Investor holds any Registrable Securities which are eligible for resale under Rule 144 and such information is necessary in order for the Investor to sell such Securities pursuant to Rule 144, the Company agrees to: a. make and keep public information available, as those terms are understood and defined in Rule 144; PAGE 14 b. file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company’s 's obligations under Section 5(c4(c) of the Investment Securities Purchase Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and c. furnish to the Investoreach Investor so long as such Investor owns Registrable Securities, promptly upon request, (i) a written statement by the Company that it has complied with the reporting requirements of Rule 144, the 1933 Act and the 1934 Act applicable to the CompanyAct, (ii) a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by the Company, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration. 9.

Appears in 1 contract

Samples: C Registration Rights Agreement (Rentech Inc /Co/)

REPORTS UNDER THE 1934 ACT. With a view to making available to the Investor Sellers the benefits of Rule 144 promulgated under the 1933 Act or and any other similar rule or regulation of the SEC that may at any time permit the Investor a Seller to sell securities of the Company RBC Common Stock to the public without registration (“Rule 144”when such sale is permitted hereunder), provided that the Investor holds any Registrable Securities which are eligible for resale under Rule 144 and such information is necessary in order for the Investor to sell such Securities pursuant to Rule 144, the Company agrees toRBC will: (a) make and keep public information available, as those terms are understood and defined in SEC Rule 144, at all times; (b) file with the SEC in a timely manner all reports and other documents required of the Company RBC under the 1933 Act and the 1934 Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company’s obligations under Section 5(c) of the Investment Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144Act; and (c) furnish to the Investor, promptly each Seller forthwith upon request, such Seller's request (at any time when sale of RBC Common Stock by such Seller is permitted hereunder) (i) a written statement by the Company RBC that it has complied with the reporting requirements of SEC Rule 144, the 1933 Act 144 and the 1934 Act applicable to the CompanyAct, (iiix) a copy of the most recent annual x xxxx xx xxx xxxx xxxxxx xxxxxx or quarterly report of the Company RBC and such other reports and documents so filed by the CompanyRBC, and (iii) such other information as may be reasonably requested to permit in availing such Seller of any rule or regulation of the Investor to sell SEC which permits the selling of such securities pursuant to Rule 144 without registration.

Appears in 1 contract

Samples: Employment Agreement (Ryan Beck & Co Inc)

REPORTS UNDER THE 1934 ACT. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the 1933 Act or any other similar rule or regulation of the SEC that may at any time permit the Investor investors to sell securities of the Company to the public without registration ("Rule 144"), provided that the Investor holds any Registrable Securities which are eligible for resale under Rule 144 and such information is necessary in order for the Investor to sell such Securities pursuant to Rule 144, the Company agrees to: make and keep public information available, as those terms are understood and defined in Rule 144; file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company’s 's obligations under Section 5(c4(c) of the Investment Securities Purchase Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and furnish to the Investoreach Investor so long as such Investor owns Registrable Securities, promptly upon request, (i) a written statement by the Company that it has complied with the reporting requirements of Rule 144, the 1933 Act and the 1934 Act applicable to the CompanyAct, (ii) a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by the Company, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.

Appears in 1 contract

Samples: Registration Rights Agreement (American Telesource International Inc)

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REPORTS UNDER THE 1934 ACT. With a view to making available to the Investor Investors the benefits of Rule 144 promulgated under the 1933 Act or any other similar rule or regulation of the SEC that may at any time permit the Investor to sell securities of the Company to the public without registration (“Rule 144”), provided that the Investor holds any Registrable Securities which are eligible for resale under Rule 144 and such information is necessary in order for the Investor to sell such Securities pursuant to Rule 144, the Company agrees to: make and keep public information available, as those terms are understood and defined in Rule 144; file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act so long as the Company remains subject to such requirements (it being understood and agreed that nothing herein shall limit the Company’s any obligations under Section 5(c) of the Investment Company under the Securities Purchase Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and furnish to the Investoreach Investor so long as such Investor owns Registrable Securities, promptly upon request, (i) a written statement by the Company Company, if true, that it has complied with the reporting reporting, submission and posting requirements of Rule 144, the 1933 Act 144 and the 1934 Act applicable to the CompanyAct, (ii) a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by the CompanyCompany with the SEC if such reports are not publicly available via XXXXX, and (iii) such other information as may be reasonably requested to permit the Investor Investors to sell such securities pursuant to Rule 144 without registration.

Appears in 1 contract

Samples: Registration Rights Agreement (American Standard Energy Corp.)

REPORTS UNDER THE 1934 ACT. With a view to making available to the Investor Holders the benefits of Rule 144 promulgated under the 1933 Act or and any other similar rule or regulation of the SEC Commission that may at any time permit the Investor a Holder to sell securities of the Company to the public without registration (“Rule 144”), provided that the Investor holds any Registrable Securities which are eligible for resale under Rule 144 and such information is necessary in order for the Investor to sell such Securities or pursuant to Rule 144a registration on Form F-3, the Company agrees to: (a) make and keep public information available, as those terms are understood and defined in Rule 144, at all times after the date hereof; (b) file with the SEC Commission in a timely manner all reports and other documents required of the Company under the 1933 Securities Act and the 1934 Act Act; and (c) furnish to any Holder, so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company’s obligations under Section 5(c) of the Investment Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and furnish to the InvestorHolder owns any Registrable Securities, promptly forthwith upon request, request (i) a written statement by the Company that it has complied with the reporting requirements of Rule 144144 (at any time after ninety (90) days after the effective date of the first registration statement filed by the Company), the 1933 Securities Act and the 1934 Act applicable (at any time after it has become subject to the Companysuch reporting requirements), or that it qualifies as a registrant whose securities may be resold pursuant to Form F-3 (at any time after it so qualifies), (ii) a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by the Company, and (iii) such other information as may be reasonably requested to permit avail any Holder of any rule or regulation of the Investor to sell Commission that permits the selling of any such securities without registration or pursuant to Rule 144 without registrationsuch form.

Appears in 1 contract

Samples: Registration Rights Agreement (Kaisa Group Holdings Ltd.)

REPORTS UNDER THE 1934 ACT. With a view to making available to the Investor the benefits of Rule 144 promulgated under the 1933 Act or any other similar rule or regulation of the SEC that may at any time permit the Investor to sell securities of the Company to the public without registration (“Rule 144”), provided that the Investor holds any Registrable Securities which are eligible for resale under Rule 144 and such information is necessary in order for the Investor to sell such Securities pursuant to Rule 144, the Company agrees to: make and keep public information available, as those terms are understood and defined in Rule 144; file with the SEC in a timely manner all reports and other documents required of the Company under the 1933 Act and the 1934 Act so long as the Company remains subject to such requirements (it being understood that nothing herein shall limit the Company’s obligations under Section 5(c) of the Investment Securities Purchase Agreement) and the filing of such reports and other documents is required for the applicable provisions of Rule 144; and furnish to the Investor, promptly upon request, (i) a written statement by the Company that it has complied with the reporting requirements of Rule 144, the 1933 Act and the 1934 Act applicable to the Company, (ii) a copy of the most recent annual or quarterly report of the Company and such other reports and documents so filed by the Company, and (iii) such other information as may be reasonably requested to permit the Investor to sell such securities pursuant to Rule 144 without registration.

Appears in 1 contract

Samples: Registration Rights Agreement (Kibush Capital Corp)

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