Common use of Rules 144 and 144A Clause in Contracts

Rules 144 and 144A. The Issuers covenant that they will file the reports required, if any, to be filed by them under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the Issuers are not required to file such reports, they will, upon the request of any Holder or beneficial owner of Registrable Notes, make available such information necessary to permit sales pursuant to Rule 144A under the Securities Act. The Issuers further covenant that for so long as any Registrable Notes remain outstanding they will take such further action as any Holder of Registrable Notes may reasonably request from time to time to enable such Holder to sell Registrable Notes without registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144(k) and Rule 144A under the Securities Act, as such Rules may be amended from time to time, or (b) any similar rule or regulation hereafter adopted by the Commission.

Appears in 19 contracts

Samples: Registration Rights Agreement (Wh Capital Corp), Registration Rights Agreement (Seitel Inc), Registration Rights Agreement (Leiner Health Services Corp.)

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Rules 144 and 144A. The Issuers covenant Issuer covenants that they it will file the reports required, if any, to be filed by them it under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the Issuers are Issuer is not required to file such reports, they it will, upon the request of any Holder or beneficial owner of Registrable Notes, make available such information necessary to permit sales pursuant to Rule 144A under the Securities Act. The Issuers Issuer further covenant covenants that for so long as any Registrable Notes remain outstanding they it will take such further action as any Holder of Registrable Notes may reasonably request from time to time to enable such Holder to sell Registrable Notes without registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144(k) and Rule 144A under the Securities Act, as such Rules may be amended from time to time, or (b) any similar rule or regulation hereafter adopted by the Commission.

Appears in 12 contracts

Samples: Registration Rights Agreement (Energy XXI Texas, LP), Registration Rights Agreement (Uap Holding Corp), Registration Rights Agreement (Energy Xxi (Bermuda) LTD)

Rules 144 and 144A. The Each of the Issuers covenant covenants and agrees that they it will file the reports required, if any, required to be filed by them it under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission SEC thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the Issuers are such Issuer is not required to file such reports, they such Issuer will, upon the request of any Holder or beneficial owner of Registrable Notes, make available such information necessary to permit sales pursuant to Rule 144A under 144A. Each of the Securities Act. The Issuers further covenant that covenants and agrees, for so long as any Registrable Notes remain outstanding they that it will take such further action as any Holder of Registrable Notes may reasonably request request, all to the extent required from time to time to enable such Holder holder to sell Registrable Notes without registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144(k) and Rule 144A under the Securities Act, as such Rules may be amended from time to time, or (b) any similar rule or regulation hereafter adopted by the Commission.Act and Rule 144A.

Appears in 12 contracts

Samples: Registration Rights Agreement (PAS, Inc.), Registration Rights Agreement (Grant Prideco Inc), Registration Rights Agreement (Anchor Glass Container Corp /New)

Rules 144 and 144A. The Issuers covenant Issuer covenants and agrees that they it will use reasonable best efforts to file the reports required, if any, required to be filed by them it under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission SEC thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the Issuers are Issuer is not required to file such reports, they the Issuer will, upon the request of any Holder or beneficial owner of Registrable NotesSecurities, make available such information necessary to permit sales pursuant to Rule 144A under the Securities Act. 144A. The Issuers Issuer further covenant that covenants and agrees, for so long as any Registrable Notes Securities remain outstanding they that it will take such further action as any Holder of Registrable Notes Securities may reasonably request request, all to the extent required from time to time to enable such Holder holder to sell Registrable Notes Securities without registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144(k) under the Securities Act and Rule 144A under unless the Securities Act, as such Rules may be amended from time Issuer is then subject to time, Section 13 or (b15(d) any similar rule or regulation hereafter adopted by of the CommissionExchange Act and reports filed thereunder satisfy the information requirements of Rule 144A then in effect.

Appears in 10 contracts

Samples: Registration Rights Agreement (S.D. Shepherd Systems, Inc.), Registration Rights Agreement (West Corp), Registration Rights Agreement (S.D. Shepherd Systems, Inc.)

Rules 144 and 144A. The Issuers covenant that they will file the reports required, if any, to be filed by them under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the Issuers are not required to file such reports, they will, upon the request of any Holder or beneficial owner of Registrable Notes, make available such information necessary to permit sales pursuant to Rule 144A under the Securities Act. The Issuers further covenant that for so long as any Registrable Notes remain outstanding they will take such further action as any Holder of Registrable Notes may reasonably request from time to time to enable such Holder to sell Registrable Notes without registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144(k) 144 and Rule 144A under the Securities Act, as such Rules may be amended from time to time, or (b) any similar rule or regulation hereafter adopted by the Commission.

Appears in 8 contracts

Samples: Registration Rights Agreement (Basic Energy Services Inc), Registration Rights Agreement (Basic Energy Services Inc), Registration Rights Agreement (Hercules Offshore, Inc.)

Rules 144 and 144A. The Issuers covenant Issuer covenants and agrees that they it will file the reports required, if any, required to be filed by them it under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission SEC thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the Issuers are Issuer is not required to file such reports, they the Issuer will, upon the request of any Holder or beneficial owner of Registrable Notes, make available such information necessary to permit sales pursuant to Rule 144A under the Securities Act. 144A. The Issuers Issuer further covenant that covenants and agrees, for so long as any Registrable Notes remain outstanding they that it will take such further action as any Holder of Registrable Notes may reasonably request request, all to the extent required from time to time to enable such Holder holder to sell Registrable Notes without registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144(k) and Rule 144A under the Securities Act, as such Rules may be amended from time to time, or (b) any similar rule or regulation hereafter adopted by the Commission.Act and Rule 144A.

Appears in 7 contracts

Samples: Registration Rights Agreement (New Skies Satellites Holdings Ltd.), Registration Rights Agreement (Advanced Accessory Holdings Corp), Registration Rights Agreement (New Skies Satellites Holdings Ltd.)

Rules 144 and 144A. The Each of the Issuers covenant covenants and agrees that they it will file the reports required, if any, required to be filed by them it under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission SEC thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the Issuers are it is not required to file such reports, they it will, upon the request of any Holder or beneficial owner of Registrable Notes, make available such information necessary to permit sales pursuant to Rule 144A under 144A. Each of the Securities Act. The Issuers further covenant that covenants and agrees, for so long as any Registrable Notes remain outstanding they that it will take such further action as any Holder of Registrable Notes may reasonably request request, all to the extent required from time to time to enable such Holder holder to sell Registrable Notes without registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144(k) and Rule 144A under the Securities Act, as such Rules may be amended from time to time, or (b) any similar rule or regulation hereafter adopted by the Commission.Act and Rule 144A.

Appears in 6 contracts

Samples: Registration Rights Agreement (Intelsat LTD), Registration Rights Agreement (Intelsat LTD), Registration Rights Agreement (PanAmSat Holding CORP)

Rules 144 and 144A. The Issuers covenant that they will file the reports required, if any, to be filed by them under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the Issuers are not required to file such reports, they will, upon the request of any Holder or beneficial owner of Registrable Notes, make available such information as required by, and so long as necessary to permit sales of the Notes pursuant to to, Rule 144A under the Securities Act. The Issuers further covenant that for so long as any Registrable Notes remain outstanding they will take such further action as any Holder of Registrable Notes may reasonably request from time to time to enable such Holder to sell Registrable Notes without registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144(k) 144 and Rule 144A under the Securities Act, as such Rules may be amended from time to time, or (b) any similar rule or regulation hereafter adopted by the Commission.

Appears in 4 contracts

Samples: Registration Rights Agreement (Alere Inc.), Registration Rights Agreement (Alere Inc.), Registration Rights Agreement (Alere Inc.)

Rules 144 and 144A. The Issuers covenant Issuer covenants that they it will file the reports required, if any, to be filed by them it under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the Issuers are Issuer is not required to file such reports, they it will, upon the request of any Holder or beneficial owner of Registrable Notes, make available such information necessary to permit sales pursuant to Rule Rules 144 and 144A under the Securities Act. The Issuers Issuer further covenant covenants that for so long as any Registrable Notes remain outstanding they it will take such further action as any Holder of Registrable Notes may reasonably request from time to time to enable such Holder to sell Registrable Notes without registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144(k) 144 and Rule 144A under the Securities Act, as such Rules may be amended from time to time, or (b) any similar rule or regulation hereafter adopted by the Commission.

Appears in 4 contracts

Samples: Registration Rights Agreement (Energy Xxi (Bermuda) LTD), Registration Rights Agreement (Energy Xxi (Bermuda) LTD), Registration Rights Agreement (Energy Xxi (Bermuda) LTD)

Rules 144 and 144A. The Issuers covenant and agree that they will use their reasonable best efforts to file the reports required, if any, required to be filed by them it under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission SEC thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the Issuers are not required to file such reports, they the Issuers will, upon the request of any Holder or beneficial owner of Registrable NotesSecurities, make available such information necessary to permit sales pursuant to Rule 144A under the Securities Act. 144A. The Issuers further covenant that and agree, for so long as any Registrable Notes Securities remain outstanding that they will take such further action as any Holder of Registrable Notes Securities may reasonably request request, all to the extent required from time to time to enable such Holder holder to sell Registrable Notes Securities without registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144(k) 144 under the Securities Act and Rule 144A under unless the Securities Act, as such Rules may be amended from time Issuers are then subject to time, Section 13 or (b15(d) any similar rule or regulation hereafter adopted by of the CommissionExchange Act and reports filed thereunder satisfy the information requirements of Rule 144A then in effect.

Appears in 3 contracts

Samples: Registration Rights Agreement (Pinnacle Foods Finance LLC), Registration Rights Agreement (Glk, LLC), Registration Rights Agreement (Pinnacle Foods Inc.)

Rules 144 and 144A. The Issuers covenant Issuer covenants and agrees that they it will use commercially reasonable efforts to file the reports required, if any, required to be filed by them it under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission SEC thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the Issuers are Issuer is not required to file such reports, they the Issuer will, upon the request of any Holder or beneficial owner of Registrable NotesSecurities, make available such information necessary to permit sales pursuant to Rule 144A under the Securities Act. 144A. The Issuers Issuer further covenant that covenants and agrees, for so long as any Registrable Notes Securities remain outstanding they that it will take such further action as any Holder of Registrable Notes Securities may reasonably request request, all to the extent required from time to time to enable such Holder to sell Registrable Notes Securities without registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144(k) and Rule 144A under the Securities ActAct and Rule 144A, as such Rules may be amended from time unless the Issuer is then subject to time, Section 13 or (b15(d) any similar rule or regulation hereafter adopted by of the CommissionExchange Act and reports filed thereunder satisfy the information requirements of Rule 144A then in effect.

Appears in 2 contracts

Samples: Registration Rights Agreement (Biolectron, Inc.), Registration Rights Agreement (Biolectron, Inc.)

Rules 144 and 144A. The Issuers covenant Company covenants and agrees that they it will file the reports required, if any, required to be filed by them it under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission SEC thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the Issuers are Company is not required to file such the reports, they the Company will, upon the request of any Holder or beneficial owner of Registrable Notes, make available such information necessary to permit sales pursuant to Rule 144A under the Securities Act. The Issuers Company further covenant that covenants and agrees, for so long as any Registrable Notes remain outstanding they that it will take such further action as any Holder of Registrable Notes may reasonably request request, all to the extent required from time to time to enable such Holder holder to sell Registrable Notes without registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144(k) and Rule 144A under the Securities Act, as such Rules may be amended from time to time, or (b) any similar rule or regulation hereafter adopted by the CommissionSEC.

Appears in 1 contract

Samples: Registration Rights Agreement (Standard Commercial Corp)

Rules 144 and 144A. The Issuers covenant that they will file the ------------------ reports required, if any, required to be filed by them it under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission SEC thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the Issuers are not required to file such reports, they it will, upon the request of any Holder or beneficial owner of Registrable Notes, make publicly available annual reports and such information necessary to permit sales pursuant to Rule 144A under information, documents and other reports of the Securities type specified in Sections 13 and 15(d) of the Exchange Act. The Issuers further covenant that for so long as any Registrable Notes remain outstanding they will take such further action as outstanding, to make available to any Holder or beneficial owner of Registrable Notes may reasonably request in connection with any sale thereof and any prospective purchaser of such Registrable Notes from time to time to enable such Holder to sell Registrable Notes without registration or beneficial owner the information required by Rule 144(d)(4) under the Securities Act within the limitation in order to permit resales of the exemptions provided by (a) such Registrable Notes pursuant to Rule 144(k) and Rule 144A under the Securities Act, as such Rules may be amended from time to time, or (b) any similar rule or regulation hereafter adopted by the Commission.144A.

Appears in 1 contract

Samples: Exchange and Registration Rights Agreement (Norton McNaughton Inc)

Rules 144 and 144A. The Issuers covenant that they will file the reports required, if any, to be filed by them under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the Issuers are not required to file such reports, they will, upon the request of any Holder or beneficial owner of Registrable Notes, make available such information necessary to permit sales pursuant to Rule 144A under of the Securities Act. The Issuers further covenant that for so long as any Registrable Notes remain outstanding they will take such further action as any Holder of Registrable Notes may reasonably request from time to time to enable such Holder to sell Registrable Notes without registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144(k) and Rule 144A under the Securities Act, as such Rules may be amended from time to time, time or (b) any similar rule or regulation hereafter adopted by the Commission.

Appears in 1 contract

Samples: Registration Rights Agreement (Ipsco Inc)

Rules 144 and 144A. The Issuers covenant Company covenants that they it will file the reports required, if any, to be filed by them it under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the Issuers are Company is not required to file such reports, they will, upon the reasonable request of any Holder or beneficial owner of Registrable Notes, make available such information necessary to permit sales pursuant to Rule 144A under the Securities Act. The Issuers Company further covenant covenants that for so long as any Registrable Notes remain outstanding they it will take such further action as any Holder of Registrable Notes may reasonably request from time to time to enable such Holder to sell Registrable Notes without registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144(k) and Rule 144A under the Securities Act, as such Rules may be amended from time to time, or (b) any similar rule or regulation hereafter adopted by the Commission.

Appears in 1 contract

Samples: Registration Rights Agreement (Bowater Inc)

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Rules 144 and 144A. The Note Issuers covenant that they will file the reports required, if any, required to be filed by them under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission SEC thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the Note Issuers are not required to file such reports, they will, upon the request of any Holder or beneficial owner of Registrable Notes, make publicly available annual reports and such information necessary to permit sales pursuant to Rule 144A under information, documents and other reports of the Securities type specified in Sections 13 and 15(d) of the Exchange Act. The Note Issuers further covenant that for so long as any Registrable Notes remain outstanding they will take such further action as outstanding, to make available to any Holder or beneficial owner of Registrable Notes may reasonably request in connection with any sale thereof and any prospective purchaser of such Registrable Notes from time to time to enable such Holder to sell Registrable Notes without registration or beneficial owner the information required by Rule 144(d)(4) under the Securities Act within the limitation in order to permit resales of the exemptions provided by (a) such Registrable Notes pursuant to Rule 144(k) and Rule 144A under the Securities Act, as such Rules may be amended from time to time, or (b) any similar rule or regulation hereafter adopted by the Commission.144A.

Appears in 1 contract

Samples: Exchange and Registration Rights Agreement (Resort Investment LLC)

Rules 144 and 144A. The Issuers covenant that they will file the reports required, if any, to be filed by them it under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the Issuers are not required to file such reports, they will, upon the request of any Holder or beneficial owner of Registrable Notes, make available such information necessary to permit sales pursuant to Rule 144A under the Securities Act. The Issuers further covenant that for so long as any Registrable Notes remain outstanding they will take such further action as any Holder of Registrable Notes may reasonably request from time to time to enable such Holder to sell Registrable Notes without registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144(k) and Rule 144A under the Securities Act, as such Rules may be amended from time to time, or (b) any similar rule or regulation hereafter adopted by the Commission.

Appears in 1 contract

Samples: Registration Rights Agreement (Southern Graphic Systems, Inc.)

Rules 144 and 144A. The Issuers covenant Guarantor covenants that they it will file the reports required, if any, to be filed by them it under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the Issuers are Guarantor is not required to file such reports, they it will, upon the request of any Holder or beneficial owner of Registrable Notes, make available such information necessary to permit sales pursuant to Rule 144A under the Securities Act. The Issuers Guarantor further covenant covenants that for so long as any Registrable Notes remain outstanding they it will take such further action as any Holder of Registrable Notes may reasonably request from time to time to enable such Holder to sell Registrable Notes without registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144(k) and Rule 144A under the Securities Act, as such Rules may be amended from time to time, or (b) any similar rule or regulation hereafter adopted by the Commission.

Appears in 1 contract

Samples: Registration Rights Agreement (Xm Satellite Radio Holdings Inc)

Rules 144 and 144A. The Issuers covenant and agree that they will use reasonable best efforts to file the reports required, if any, required to be filed by them it under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission SEC thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the Issuers are not required to file such reports, they the Issuers will, upon the request of any Holder or beneficial owner of Registrable NotesSecurities, make available such information necessary to permit sales pursuant to Rule 144A under the Securities Act. 144A. The Issuers further covenant that and agree, for so long as any Registrable Notes Securities remain outstanding that they will take such further action as any Holder of Registrable Notes Securities may reasonably request request, all to the extent required from time to time to enable such Holder to sell Registrable Notes Securities without registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144(k) under the Securities Act and Rule 144A under unless the Securities Act, as such Rules may be amended from time Issuers are then subject to time, Section 13 or (b15(d) any similar rule or regulation hereafter adopted by of the CommissionExchange Act and reports filed thereunder satisfy the information requirements of Rule 144A then in effect.

Appears in 1 contract

Samples: Registration Rights Agreement (KLIF Broadcasting, Inc.)

Rules 144 and 144A. The Issuers covenant that they will file the reports requiredreports, if any, required to be filed by them under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the Issuers are not required to file such reports, they will, upon the request of any Holder or beneficial owner of Registrable Notes, make available such information necessary to permit sales pursuant to Rule 144A under of the Securities Act. The Issuers further covenant that for so long as any Registrable Notes remain outstanding they will take such further action as any Holder of Registrable Notes may reasonably request from time to time to enable such Holder to sell Registrable Notes without registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144(k) and Rule 144A under the Securities Act, as such Rules may be amended from time to time, time or (b) any similar rule or regulation hereafter adopted by the Commission.

Appears in 1 contract

Samples: Registration Rights Agreement (Euramax International PLC)

Rules 144 and 144A. The Issuers covenant and agree that they will file the reports required, if any, required to be filed by them it under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission SEC thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the such Issuers are not required to file such reports, they such Issuers will, upon the request of any Holder or beneficial owner of Registrable Notes, make available such information necessary to permit sales pursuant to Rule 144A under the Securities Act. The Issuers further covenant that and agree, for so long as any Registrable Notes remain outstanding they will take such further action as any Holder of Registrable Notes may reasonably request to the extent required from time to time to enable such Holder holder to sell Registrable Notes without registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144(k) and Rule 144A under the Securities Act, as such Rules may be amended from time to time, or (b) any similar rule or regulation hereafter adopted by the CommissionSEC.

Appears in 1 contract

Samples: Registration Rights Agreement (General Automation Inc/Il)

Rules 144 and 144A. The Issuers covenant that they will file the reports required, if any, to be filed by them under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the Issuers are not required to file such reports, they will, upon the request of any Holder or beneficial owner of Registrable Notes, make available such information necessary neces- sary to permit sales pursuant to Rule 144A under the Securities Act. The Issuers further covenant that for so long as any Registrable Notes remain outstanding they will take such further action as any Holder of Registrable Notes may reasonably request from time to time to enable such Holder to sell Registrable Notes without registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144(k) and Rule 144A under the Securities Act, as such Rules may be amended from time to time, or (b) any similar rule or regulation hereafter adopted by the Commission.

Appears in 1 contract

Samples: Registration Rights Agreement (Advanced Medical Optics Inc)

Rules 144 and 144A. The Issuers covenant Company covenants that they it will file the reports required, if any, to be filed by them the Company under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the Issuers are Company is not required to file such reports, they it will, upon the request of any Holder or beneficial owner of Registrable Notes, make available such information necessary to permit sales pursuant to Rule 144A under the Securities Act. The Issuers Company further covenant covenants that for so long as any Registrable Notes remain outstanding they will take such further action as any Holder of Registrable Notes may reasonably request from time to time to enable such Holder to sell Registrable Notes without registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144(k) and Rule 144A under the Securities Act, as such Rules may be amended from time to time, or (b) any similar rule or regulation hereafter adopted by the Commission.

Appears in 1 contract

Samples: Registration Rights Agreement (NTK Holdings, Inc.)

Rules 144 and 144A. The Issuers covenant Issuer covenants and agrees that they it will file the reports required, if any, required to be filed by them the Issuer under the Securities Act and the Exchange Act and the rules and regulations adopted by the Commission SEC thereunder in a timely manner in accordance with the requirements of the Securities Act and the Exchange Act and, if at any time the Issuers are Issuer is not required to file such reports, they the Issuer will, upon the request of any Holder or beneficial owner of Registrable Notes, make available such information necessary to permit sales pursuant to Rule 144A under the Securities Act. 144A. The Issuers Issuer further covenant that covenants and agrees, for so long as any Registrable Notes remain outstanding they that it will take such further action as any Holder of Registrable Notes may reasonably request request, all to the extent required from time to time to enable such Holder holder to sell Registrable Notes without registration under the Securities Act within the limitation of the exemptions provided by (a) Rule 144(k) and Rule 144A under the Securities Act, as such Rules may be amended from time to time, or (b) any similar rule or regulation hereafter adopted by the Commission.Act and Rule 144A.

Appears in 1 contract

Samples: Registration Rights Agreement (Warner Music Group Corp.)

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