Common use of Buyer Note Clause in Contracts

Buyer Note. The Buyer Note will be imprinted with a legend substantially in the following form: The payment of principal and interest on this Note is subject to certain recoupment provisions set forth in a Stock Purchase Agreement dated as of November 1, 1999 (the "Purchase Agreement") among the issuer of this Note, the person to whom this Note originally was issued, and certain other persons. This Note was originally issued on November 15, 1999, and has not been registered under the Securities Act of 1933, as amended. The issuer of this Note will furnish a copy of these provisions to the holder hereof without charge upon written request. Each holder desiring to transfer a Buyer Note first must furnish the Buyer with (i) a written opinion reasonably satisfactory to the Buyer in form and substance from counsel reasonably satisfactory to the Buyer by reason of experience (and it is agreed that Greexxxxxxxx, Xxmkxx & Xale, X.C. is counsel acceptable to Buyer for such purposes) to the effect that the holder may transfer the Buyer Note as desired without registration under the Securities Act and (ii) a written undertaking executed by the desired transferee reasonably satisfactory to the Buyer in form and substance agreeing to be bound by the recoupment provisions and the restrictions on transfer contained herein.

Appears in 1 contract

Samples: Stock Purchase Agreement (Value City Department Stores Inc /Oh)

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Buyer Note. The Buyer Note will be imprinted with a legend substantially in the following form: The payment of principal and interest on this Note is subject to certain recoupment provisions set forth in a Stock Purchase an Agreement and Plan of Merger dated as of November 1[__________], 1999 2004 (the "Purchase Agreement") among between the issuer of this Note, Note and the person to whom which this Note originally was issued, and certain other persons. This Note was originally issued on November 15[__________], 19992004, and has not been registered under the Securities Act of 1933, as amended. The transfer of this Note is subject to certain restrictions set forth in the Agreement. The issuer of this Note will furnish a copy of these provisions to the holder hereof without charge upon written request. Each holder desiring to transfer a Buyer Note first must furnish the Buyer with (i) a written opinion reasonably satisfactory to the Buyer in form and substance from counsel reasonably satisfactory to the Buyer by reason of experience (and it is agreed that Greexxxxxxxx, Xxmkxx & Xale, X.C. is counsel acceptable to Buyer for such purposes) to the effect that the holder may transfer the Buyer Note as desired without registration under the Securities Act and (ii) a written undertaking executed by the desired transferee reasonably satisfactory to the Buyer in form and substance agreeing to be bound by the recoupment provisions and the restrictions on transfer contained herein.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Barr Pharmaceuticals Inc)

Buyer Note. The Buyer Note will be imprinted with a legend substantially in the following form: The payment of principal and interest on this Note is subject to certain recoupment provisions set forth in a Stock Purchase Agreement dated as of November 1___, 1999 1997 (the "Purchase Agreement") among the issuer of this Note, the person to whom this Note originally was issued, and certain other persons. This Note was originally issued on November 15____, 199919__, and has not been registered under the Securities Act of 1933, as amended. The transfer of this Note is subject to certain restrictions set forth in the Purchase Agreement. The issuer of this Note will furnish a copy of these provisions to the holder hereof without charge upon written request. Each holder desiring to transfer a the Buyer Note first must furnish the Buyer with with: (i) a written opinion reasonably satisfactory to the Buyer in form and substance from counsel reasonably satisfactory to the Buyer by reason of experience (and it is agreed that Greexxxxxxxx, Xxmkxx & Xale, X.C. is counsel acceptable to Buyer for such purposes) to the effect that the holder may transfer the Buyer Note as desired without registration under the Securities Act Act; and (ii) a written undertaking executed by the desired transferee reasonably satisfactory to the Buyer in form and substance agreeing to be bound by the recoupment provisions and the restrictions on transfer contained herein.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sunbelt Automotive Group Inc)

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Buyer Note. The Buyer Note will shall be imprinted with a legend ---------- substantially in the following form: The payment of principal and interest on this Note is subject to certain recoupment provisions set forth in a Stock Purchase Agreement dated as of November 1_____, 1999 19__ (the "Purchase Agreement") among the issuer of this Note, the ------------------ person to whom this Note originally was issued, and certain other persons. This Note was originally issued on November 15______, 199919__, and has not been registered under the Securities Act of 1933, as amended. The transfer of this Note is subject to certain restrictions set forth in the Purchase Agreement. The issuer of this Note will furnish a copy of these provisions to the holder hereof without charge upon written request. Each holder desiring If the Seller desires to transfer a the Buyer Note he first must furnish the Buyer with (i) a written opinion reasonably satisfactory to the Buyer in form and substance from counsel reasonably satisfactory to the Buyer by reason of experience (and it is agreed that Greexxxxxxxx, Xxmkxx & Xale, X.C. is counsel acceptable to Buyer for such purposes) to the effect that the holder may transfer the Buyer Note as desired without registration under the Securities Act and (ii) a written undertaking executed by the desired transferee reasonably satisfactory to the Buyer in form and substance agreeing to be bound by the recoupment provisions and the restrictions on transfer contained herein.

Appears in 1 contract

Samples: Stock Purchase Agreement (Argosy Education Group Inc)

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