(d) file with the 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 it has become subject to such reporting requirements; and
(e) furnish any holder of registrable securities upon request a written statement by the company as to its compliance with the reporting requirements of rule 144 (at any time from and after ninety (90) days following the effective date of the first registration statement filed by the company for an offering of its securities to the general public), and of the securities act and the exchange act (at any time after it has become subject to such reporting requirements), a copy of the most recent annual or quarterly report of the company, and such other reports and documents as a holder of registrable securities may reasonably request in availing itself of any rule or regulation of the commission (including rule 144a) allowing a holder of registrable securities to sell any such securities without registration.
2.7 termination of registration rights. the right of any holder of registrable securities to request inclusion of registrable securities in any registration pursuant to this article ii shall terminate when (i) all registrable securities beneficially owned by such holder of registrable securities may immediately be sold under rule 144(k), and (ii) the company's common stock is listed on a national securities exchange or traded in the nasdaq stock market.
article iii
miscellaneous
3.1 governing law. this agreement shall be governed in all respects by the laws of the state of _________(state).
3.2 successors and assigns. except as otherwise expressly provided herein, the provisions hereof shall inure to the benefit of, and be binding upon, the successors, assigns, heirs, executors and administrators of the parties hereto. at the request of the company, a transferee of investor stock or management stock will execute a copy of this agreement.
3.3 entire agreement: amendment and waiver. this agreement supersedes any other agreement, whether written or oral, that may have been made or entered into by the parties hereto relating to the matters contemplated hereby and constitute the full and entire understanding and agreement between the parties with regard to the subjects hereof. in particular, the execution of this agreement shall terminate all prior stockholders agreements and registration rights agreements, or any similar agreement to the foregoing, among any investor and the company. neither this agreement nor any term hereof may be amended, waived, discharged or terminated except by a written instrument signed by the company and the holders of at least (a) twothirds of the outstanding investor stock and (b) twothirds of the outstanding management stock, and any such amendment, waiver, discharge or termination shall be binding on all the stockholders.