Common use of Reports Under Exchange Act Clause in Contracts

Reports Under Exchange Act. With a view to making available to the Holders the benefits of SEC Rule 144 and any other 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 or pursuant to a registration on Form S-3, the Company shall: make and keep available adequate current public information, as those terms are understood and defined in SEC Rule 144; use commercially reasonable efforts to file with the SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after the Company has become subject to such reporting requirements); and furnish to the Investor, so long as the Investor owns any Registrable Securities, forthwith upon request (i) to the extent accurate, a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144, the Securities Act, and the Exchange Act (at any time after the Company has become subject to such reporting requirements), or that it qualifies as a registrant whose securities may be resold pursuant to Form S 3 (at any time after the Company 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 in availing the Investor of any rule or regulation of the SEC that permits the selling of any such securities without registration (at any time after the Company has become subject to the reporting requirements under the Exchange Act) or pursuant to Form S 3 (at any time after the Company so qualifies to use such form).

Appears in 4 contracts

Samples: Asset Purchase Agreement (U-Swirl, Inc.), Membership Interest Purchase Agreement (U-Swirl, Inc.), Membership Interest Purchase Agreement (Rocky Mountain Chocolate Factory Inc)

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Reports Under Exchange Act. With a view to making available to the Holders the benefits of SEC Sec Rule 144 promulgated under the Securities Act and any other rule or regulation of the SEC that may at any time permit the Investor a Holder to sell securities of the Company to the public without registration or pursuant to a registration on Form S-3, the Company shallagrees to: make and keep available adequate current public informationinformation available, as those terms are understood and defined in SEC Rule 144, at all times after the effective date of the first registration statement filed by the Company for the offering of its securities to the general public so long as the Company is subject to the periodic reporting requirements under Sections 13 or 15(d) of the Exchange Act; use commercially reasonable efforts to file with the SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after the Company has become subject to such reporting requirements)Act; and furnish to the Investorany Holder, so long as the Investor Holder owns any Registrable Securities, forthwith upon request (i) to the extent accurate, a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144, the Securities Act, Act and the Exchange Act (at any time after the Company it has become subject to such reporting requirements), or that it qualifies as a registrant whose securities may be resold pursuant to Form S 3 S-3 (at any time after the Company 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 in availing the Investor any Holder of any rule or regulation of the SEC that which permits the selling of any such securities without registration (at any time after the Company has become subject to the reporting requirements under the Exchange Act) or pursuant to Form S 3 (at any time after the Company so qualifies to use such form).

Appears in 2 contracts

Samples: The Agreement and Plan of Merger (Angstrom Technologies Corp.), Registration Rights Agreement (Angstrom Technologies Corp.)

Reports Under Exchange Act. With a view to making available to the Holders Holder the benefits of SEC Commission Rule 144 and any other rule or regulation of the SEC Commission that may at any time permit the Investor Holder to sell securities of the Company to the public without registration or pursuant to a registration on Form S-3F-3, the Company shall: (i) make and keep available adequate current public information, as those terms are understood and defined in SEC Commission Rule 144, at all times after the effective date of the registration statement filed by the Company for the IPO; (ii) use commercially reasonable efforts to file with the SEC Commission in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after the Company has become subject to such reporting requirements); and (iii) furnish to the InvestorHolder, so long as the Investor Holder owns any Registrable Securities, forthwith upon request (iA) to the extent accurate, a written statement by the Company that it has complied with the reporting requirements of SEC Commission Rule 144144 (at any time after ninety (90) days after the effective date of the registration statement filed by the Company for the IPO), the Securities Act, and the Exchange Act (at any time after the Company has become subject to such reporting requirements), or that it qualifies as a registrant whose securities may be resold pursuant to Form S 3 F-3 (at any time after the Company 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 (iiiB) such other information as may be reasonably requested in availing the Investor Holder of any rule or regulation of the SEC Commission that permits the selling of any such securities without registration (at any time after the Company has become subject to the reporting requirements under the Exchange Act) or pursuant to Form S 3 F-3 (at any time after the Company so qualifies to use such form).

Appears in 2 contracts

Samples: IBEX LTD, IBEX LTD

Reports Under Exchange Act. With a view to making available to the Holders the benefits of SEC Rule 144 and any other rule or regulation of the SEC that may at any time permit the Investor a Holder to sell securities of the Company to the public without registration or pursuant to a registration on Form S-3, the Company shall: (a) make and keep available adequate current public information, as those terms are understood and defined in SEC Rule 144, at all times; (b) use commercially reasonable efforts to file with the SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after the Company has become subject to such reporting requirements); and (c) furnish to the Investorany Holder, so long as the Investor Holder owns any Registrable Securities, forthwith upon request (i) to the extent accurate, a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144144 (at any time after ninety (90) days after the date hereof), the Securities Act, and the Exchange Act (at any time after the Company has become subject to such reporting requirements), or that it qualifies as a registrant whose securities may be resold pursuant to Form S 3 S-3 (at any time after the Company so qualifies); and (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 in availing the Investor any Holder of any rule or regulation of the SEC that permits the selling of any such securities without registration (at any time after the Company has become subject to the reporting requirements under the Exchange Act) or pursuant to Form S 3 (at any time after the Company so qualifies to use such form).any

Appears in 1 contract

Samples: Registration Rights Agreement (Appgate, Inc.)

Reports Under Exchange Act. With a view to making available to the Holders the benefits of SEC Rule 144 promulgated under the Securities Act and any other rule or regulation of the SEC that may at any time permit the Investor a Holder to sell securities of the Company to the public without registration or pursuant to a registration on Form S-3, the Company shallagrees to: make Make and keep available adequate current public informationinformation available, as those terms are understood and defined used in SEC Rule 144, at all times; use commercially reasonable efforts Take such action as is necessary to file enable the Holders to utilize Form S-3 for the sale of their Registrable Securities; File with the SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at Act; Furnish to any time after the Company has become subject to such reporting requirements); and furnish to the InvestorHolder, so long as the Investor Holder owns any Registrable Securities, forthwith upon request on request, (i) to the extent accurate, a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144, the Securities Act, Act and the Exchange Act (at any time after the Company has become subject to such reporting requirements)Act, or that it qualifies as a registrant whose securities may be resold pursuant to Form S 3 (at any time after the Company so qualifies); S-3, (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 in availing the Investor any Holder of any rule or regulation of the SEC that permits the selling of any such securities without registration (at any time after the Company has become subject to the reporting requirements under the Exchange Act) or pursuant to Form S 3 (at any time after the Company so qualifies to use such form); and Undertake any additional actions reasonably necessary to maintain the availability of the Registration Statement, Second Registration Statement or the use of Rule 144.

Appears in 1 contract

Samples: Investors' Rights Agreement (Westcliff Capital Management LLC/Ca)

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Reports Under Exchange Act. With a view to making available to the Holders the benefits of SEC Rule 144 promulgated under the Securities Act and any other rule or regulation of the SEC that may at any time permit the Investor a Holder to sell securities of the Company to the public without registration or pursuant to a registration on Form S-3, the Company shallagrees to: make Make and keep available adequate current public informationinformation available, as those terms are understood and defined used in SEC Rule 144, at all times; use commercially reasonable efforts Take such action as is necessary to file enable the Holders to utilize Form S-3 for the sale of their Registrable Securities; File with the SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at Act; Furnish to any time after the Company has become subject to such reporting requirements); and furnish to the InvestorHolder, so long as the Investor Holder owns any Registrable Securities, forthwith upon request on request, (i) to the extent accurate, a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144, the Securities Act, Act and the Exchange Act (at any time after the Company has become subject to such reporting requirements)Act, or that it qualifies as a registrant whose securities may be resold pursuant to Form S 3 (at any time after the Company so qualifies); S-3, (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 in availing the Investor any Holder of any rule or regulation of the SEC that permits the selling of any such securities without registration (at any time after the Company has become subject to the reporting requirements under the Exchange Act) or pursuant to Form S 3 (at any time after the Company so qualifies to use such form); and Undertake any additional actions reasonably necessary to maintain the availability of the Registration Statement, Second Registration Statement, Third Registration Statement or the use of Rule 144.

Appears in 1 contract

Samples: Investors' Rights Agreement (Westcliff Capital Management LLC/Ca)

Reports Under Exchange Act. With a view to making available to the Holders the benefits of SEC Rule 144 and any other rule or regulation of the SEC that may at any time permit the Investor a Holder to sell securities of the Company to the public without registration or pursuant to a registration on Form S-3S‑3 or Form F-3, as applicable, the Company shall: make and keep available adequate current public information, as those terms are understood and defined in SEC Rule 144, at all times after the earlier of the (i) effective date of the registration statement filed by the Company for the IPO and (ii) the effective date of the registration statement filed by the Company for a Direct Listing; use commercially reasonable efforts to file with the SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after the Company has become subject to such reporting requirements); and furnish to the Investorany Holder, so long as the Investor Holder owns any Registrable Securities, forthwith upon request (i) to the extent accurate, a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144144 (at any time after ninety (90) days after the effective date of the registration statement filed by the Company for the IPO [or a Direct Listing), the Securities Act, and the Exchange Act (at any time after the Company has become subject to such reporting requirements), or that it qualifies as a registrant whose securities may be resold pursuant to Form S 3 S‑3 or Form F-3, as applicable (at any time after the Company so qualifies); ) and (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 in availing the Investor any Holder of any rule or regulation of the SEC that permits the selling of any such securities without registration (at any time after the Company has become subject to the reporting requirements under the Exchange Act) or pursuant to Form S 3 S‑3 or Form F-3, as applicable (at any time after the Company so qualifies to use such form).

Appears in 1 contract

Samples: Registration Rights Agreement

Reports Under Exchange Act. With a view to making available to the Holders the benefits of SEC Rule 144 and any other rule or regulation of the SEC that may at any time permit the Investor a Holder to sell securities of the Company to the public without registration or pursuant to a registration on Form S-3, the Company shall: (a) make and keep available adequate current public information, as those terms are understood and defined in SEC Rule 144; (b) use commercially reasonable efforts to file with the SEC in a timely manner all reports and other documents required of the Company under the Securities Act and the Exchange Act (at any time after the Company has become is subject to such reporting requirements); and (c) furnish to the Investorany Holder, so long as the Investor Holder owns any Registrable Securities, forthwith upon request (i) to the extent accurate, a written statement by the Company that it has complied with the reporting requirements of SEC Rule 144, the Securities Act, and the Exchange Act (at any time after the Company has become subject to such reporting requirements)Act, or that it qualifies as a registrant whose securities may be resold pursuant to Form S 3 S-3 (at any time after the Company so qualifies); and (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 in availing the Investor any Holder of any rule or regulation of the SEC that permits the selling of any such securities without registration (at any time after the Company has become subject to the reporting requirements under the Exchange Act) or pursuant to Form S 3 S-3 (at any time after the Company so qualifies to use such form).. 2.10

Appears in 1 contract

Samples: Registration Rights Agreement

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