Common use of Additional Conditions to Transfer of Warrant Clause in Contracts

Additional Conditions to Transfer of Warrant. Unless there is a registration statement declared or ordered effective by the commission under the Securities Act which includes this Warrant, the Warrant may not be transferred unless and until: (i) the Company shall have received an Investment Representation Statement, in the form attached as Exhibit “E” hereto, certifying that, among other things, this Warrant is being acquired for investment and not with a view to any sale or distribution thereof, and (ii) the Company shall have received a written notice from the Holder which describes the manner and circumstances of the proposed transfer accompanied by a written opinion of Holder’s legal counsel, in form and substance reasonably satisfactory to the Company, stating that such transfer is exempt from the registration and prospectus delivery requirements of the Securities Act and all applicable state securities laws.

Appears in 2 contracts

Samples: Warrant Agreement (Bluearc Corp), Warrant Agreement (Tumbleweed Communications Corp)

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Additional Conditions to Transfer of Warrant. Unless there is a registration statement declared or ordered effective by the commission under the Securities Act which includes this Warrant, the Warrant may not be transferred unless and until: (i) the Company shall have received an Investment Representation Statement, in the form attached as Exhibit "E" hereto, certifying that, among other things, this Warrant is being acquired for investment and not with a view to any sale or distribution thereof, and (ii) the Company shall have received a written notice from the Holder which describes the manner and circumstances of the proposed transfer accompanied by a written opinion of Holder’s 's legal counsel, in form and substance reasonably satisfactory to the Company, stating that such transfer is exempt from the registration and prospectus delivery requirements of the Securities Act and all applicable state securities laws.

Appears in 1 contract

Samples: Warrant Agreement (Conductus Inc)

Additional Conditions to Transfer of Warrant. Unless there is a -------------------------------------------- registration statement declared or ordered effective by the commission under the Securities Act which includes this Warrant, the Warrant may not be transferred unless and until: (i) the Company shall have received an Investment Representation Statement, in the form attached as Exhibit “E” E hereto, certifying that, among --------- other things, this Warrant is being acquired for investment and not with a view to any sale or distribution thereof, and (ii) the Company shall have received a written notice from the Holder which describes the manner and circumstances of the proposed transfer accompanied by a written opinion of Holder’s 's legal counsel, in form and substance reasonably satisfactory to the Company, stating that such transfer is exempt from the registration and prospectus delivery requirements of the Securities Act and all applicable state securities laws.

Appears in 1 contract

Samples: Warrant Agreement (Pc Tel Inc)

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Additional Conditions to Transfer of Warrant. Unless there is a -------------------------------------------- registration statement declared or ordered effective by the commission under the Securities Act which includes this Warrant, the Warrant may not be transferred unless and until: (i) the Company shall have received an Investment Representation Statement, in the form attached as Exhibit “E” E hereto, certifying --------- that, among other things, this Warrant is being acquired for investment and not with a view to any sale or distribution thereof, and (ii) the Company shall have received a written notice from the Holder which describes the manner and circumstances of the proposed transfer accompanied by a written opinion of Holder’s 's legal counsel, in form and substance reasonably satisfactory to the Company, stating that such transfer is exempt from the registration and prospectus delivery requirements of the Securities Act and all applicable state securities laws.

Appears in 1 contract

Samples: Warrant Agreement (Pc Tel Inc)

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