Common use of Rule 144; Rule 144A Clause in Contracts

Rule 144; Rule 144A. The Company covenants that it will use its reasonable endeavors to timely file the reports required to be filed by it under the Securities Act and the Exchange Act and the rules and regulations adopted by the SEC thereunder, and to take such further action as the Shareholder may reasonably request, all to the extent required from time to time to enable the Shareholder to sell Registrable Shares without registration under the Securities Act within the limitation of the exemptions provided by (i) Rule 144 or Rule 144A or Regulation S under the Securities Act; or (ii) any similar rule or regulation hereafter adopted by the SEC. Upon the request of the Shareholder, the Company will deliver to the Shareholder a written statement as to whether it has complied with such requirements and, if not, the specifics thereof.

Appears in 3 contracts

Samples: Shareholder’s Agreement (Alkermes Plc.), S Agreement (Elan Corp PLC), S Agreement (Elan Corp PLC)

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Rule 144; Rule 144A. The Company covenants that it will use its commercially reasonable endeavors efforts to timely file the reports required to be filed by it under the Securities Act and the Exchange Act and the rules and regulations adopted by the SEC thereunder, and to take such further action as the Shareholder Stockholders may reasonably request, all to the extent required from time to time to enable the Shareholder Stockholders to sell Registrable Shares without registration under the Securities Act within the limitation of the exemptions provided by (i) Rule 144 or Rule 144A or Regulation S under the Securities Act; or (ii) any similar rule or regulation hereafter adopted by the SEC. Upon the request of the ShareholderStockholders, the Company will deliver to the Shareholder Stockholders a written statement as to whether it has complied with such requirements and, if not, the specifics thereof.

Appears in 3 contracts

Samples: Stockholders Agreement (Angiodynamics Inc), Stockholders Agreement (Avista Capital Partners GP, LLC), Stockholders Agreement (Angiodynamics Inc)

Rule 144; Rule 144A. The Company covenants that it will use its reasonable endeavors to timely file the reports required to be filed by it under the Securities Act and the Exchange Act and the rules and regulations adopted by the SEC thereunder, and to take such further action as the Shareholder Subscriber may reasonably request, all to the extent required from time to time to enable the Shareholder Subscriber to sell Registrable Shares Elan Controlled Securities without registration under the Securities Act within the limitation of the exemptions provided by (i) Rule 144 or Rule 144A or Regulation S under the Securities Act; or (ii) any similar rule or regulation hereafter adopted by the SEC. Upon the request of the ShareholderSubscriber, the Company will deliver to the Shareholder Subscriber a written statement as to whether it has complied with such requirements and, if not, the specifics thereof.

Appears in 1 contract

Samples: Subscription and Registration Rights Agreement (Prothena Corp PLC)

Rule 144; Rule 144A. The Company Corporation covenants that it will use its reasonable endeavors best efforts to timely file the reports required to be filed by it under the Securities Act and the Exchange Act and the rules and regulations adopted by the SEC thereunder, and to take such further action as the Shareholder Registration Stockholders may reasonably request, all to the extent required from time to time to enable the Shareholder Registration Stockholders to sell Registrable Shares without registration under the Securities Act within the limitation of the exemptions provided by (ia) Rule 144 or Rule 144A or Regulation S under the Securities Act; or (iib) any similar rule or regulation hereafter adopted by the SEC. Upon the request of the ShareholderRegistration Stockholders, the Company Corporation will deliver to the Shareholder Registration Stockholders a written statement as to whether it has complied with such requirements and, if not, the specifics thereof.

Appears in 1 contract

Samples: Stockholders Agreement (United Insurance Holdings Corp.)

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Rule 144; Rule 144A. The Company covenants that it will use its reasonable endeavors to timely file the reports required to be filed by it under the Securities Act and the Exchange Act and the rules and regulations adopted by the SEC thereunder, and to take such further action as the Shareholder Original Shareholder, on behalf of the Demand Shareholders, may reasonably request, all to the extent required from time to time to enable the Shareholder Demand Shareholders to sell Registrable Shares without registration under the Securities Act within the limitation of the exemptions provided by (i) Rule 144 or Rule 144A or Regulation S under the Securities Act; or (ii) any similar rule or regulation hereafter adopted by the SEC. Upon the request of the Original Shareholder, on behalf of the Demand Shareholders, the Company will deliver to the Shareholder Original Shareholder, on behalf of the Demand Shareholders, a written statement as to whether it has complied with such requirements and, if not, the specifics thereof.

Appears in 1 contract

Samples: Manufacturing and Supply Agreement (Salix Pharmaceuticals LTD)

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