Common use of Compliance with Applicable Laws, Rules and Regulations Clause in Contracts

Compliance with Applicable Laws, Rules and Regulations. The Corporation may impose such restrictions on the Option, any Shares or other benefits underlying the Option as it may deem advisable, including without limitation restrictions under the federal securities laws, the requirements of any stock exchange or similar organization and any blue sky, state or foreign securities laws applicable to such securities. Notwithstanding any other provision in the Plan or this Agreement to the contrary, the Corporation shall not be obligated to issue, deliver or transfer shares of Common Stock, make any other distribution of benefits, or take any other action, unless such delivery, distribution or action is in compliance with Applicable Laws (including, but not limited to, the requirements of the Securities Act). The Corporation will be under no obligation to register the Shares or other securities with the Securities and Exchange Commission or to effect compliance with the exemption, registration, qualification or listing requirements of any state securities laws, stock exchange or similar organization, and the Corporation will have no liability for any inability or failure to do so. The Corporation may cause a restrictive legend or legends to be placed on any certificate issued pursuant to the Shares in such form as may be prescribed from time to time by Applicable Law or as may be advised by legal counsel.

Appears in 4 contracts

Samples: Stock Option Agreement (ECPM Holdings, LLC), Stock Option Agreement (ECPM Holdings, LLC), Stock Option Agreement (ECPM Holdings, LLC)

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Compliance with Applicable Laws, Rules and Regulations. The Corporation Company may impose such restrictions on the OptionAward, the Shares and any Shares or other benefits underlying the Option Award as it may deem advisable, including without limitation restrictions under the federal securities laws, the requirements of any stock exchange or similar organization and any blue sky, state or foreign securities laws applicable to such securities. Notwithstanding any other provision in the Plan or this Agreement herein to the contrary, the Corporation Company shall not be obligated to issue, deliver or transfer shares of Common Stockany Shares, make any other distribution of benefits, or take any other action, unless such delivery, distribution or action is in compliance with Applicable Laws Law (including, including but not limited to, to the requirements of the Securities Act). The Corporation Company will be under no obligation to register the Shares or other securities with the Securities and Exchange Commission SEC or to effect compliance with the exemption, registration, qualification or listing requirements of any state securities laws, stock exchange or similar organization, and the Corporation Company will have no liability for any inability or failure to do so. The Corporation Company may cause a restrictive legend or legends to be placed on any certificate or other evidence of beneficial ownership of the Shares issued pursuant to the Shares Award in such form as may be prescribed from time to time under the Operating Agreement or required by Applicable Law or as may be advised by legal counsel.

Appears in 2 contracts

Samples: Consolidated Profits Interest Share Award Agreement (Rice Acquisition Corp. II), Profits Interest Share Award Agreement (Rice Acquisition Corp. II)

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Compliance with Applicable Laws, Rules and Regulations. The Corporation may impose such restrictions on the Option, any Shares or other benefits underlying the Option as it may deem advisable, including without limitation restrictions under the federal securities laws, the requirements of any stock exchange or similar organization and any blue sky, state or foreign securities laws applicable to such securities. Notwithstanding any other provision in the Plan or this Agreement to the contrary, the Corporation shall not be obligated to issue, deliver or transfer shares of Common Stock, make any other distribution of benefits, or take any other action, unless such delivery, distribution or action is in compliance with Applicable Laws (including, but not limited to, the requirements of the Securities Act). The Corporation will be under no obligation to register the Shares shares of Common Stock or other securities with the Securities and Exchange Commission or to effect compliance with the exemption, registration, qualification or listing requirements of any state or foreign securities laws, stock exchange or similar organization, and the Corporation will have no liability for any inability or failure to do so. The Corporation may cause a restrictive legend or legends to be placed on any certificate issued pursuant to the Shares in such form as may be prescribed from time to time by Applicable Law or as may be advised by legal counsel.

Appears in 1 contract

Samples: Stock Option Agreement (Acorn Energy, Inc.)

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