Disposition of Warrant and Exercise Shares. The Holder further agrees not to make any disposition of all or any part of the Warrant or Exercise Shares in any event unless and until: The Company shall have received a letter secured by the Holder from the Securities and Exchange Commission stating that no action will be recommended to the Commission with respect to the proposed disposition; or There is then in effect a registration statement under the Act covering such proposed disposition and such disposition is made in accordance with said registration statement; or The Holder shall have notified the Company of the proposed disposition and shall have furnished the Company with a detailed statement of the circumstances surrounding the proposed disposition, and if reasonably requested by the Company, the Holder shall have furnished the Company with an opinion of counsel, reasonably satisfactory to the Company, for the Holder to the effect that such disposition will not require registration of such Warrant or Exercise Shares under the Act or any applicable state securities laws.
Appears in 4 contracts
Samples: Warrant Repricing Agreement (Aradigm Corp), Securities Purchase Agreement (Aradigm Corp), Securities Purchase Agreement (Aradigm Corp)
Disposition of Warrant and Exercise Shares. (1) The Holder further agrees not to make any disposition of all or any part of the Warrant or Exercise Shares in any event unless and until: :
a) The Company shall have received a letter secured by the Holder from the Securities and Exchange Commission stating that no action will be recommended to the Commission with respect to the proposed disposition; or ;
b) There is then in effect a registration statement under the Act covering such proposed disposition and such disposition is made in accordance with said registration statement; or or
c) The Holder shall have notified the Company of the proposed disposition and shall have furnished the Company with a detailed statement of the circumstances surrounding the proposed disposition, and if reasonably requested by the Company, the Holder shall have furnished the Company with an opinion of counsel, reasonably satisfactory to the Company, for the Holder to the effect that such disposition will not require registration of such Warrant or Exercise Shares under the Act or any applicable state securities laws.
Appears in 3 contracts
Samples: Warrant Agreement (SOBR Safe, Inc.), Warrant Agreement (Weed, Inc.), Warrant Agreement (Weed, Inc.)
Disposition of Warrant and Exercise Shares. (i) The Holder further agrees not to make any disposition of all or any part of the Warrant or Exercise Shares in any event unless and until: :
(1) The Company Corporation shall have received a letter secured by the Holder from the Securities and Exchange Commission stating that no action will be recommended to the Commission with respect to the proposed disposition; or or
(2) There is then in effect a registration statement under the Act covering such proposed disposition and such disposition is made in accordance with said registration statement; or or
(3) The Holder shall have notified the Company Corporation of the proposed disposition and shall have furnished the Company Corporation with a detailed statement of the circumstances surrounding the proposed disposition, and if reasonably requested by the CompanyCorporation, the Holder shall have furnished the Company Corporation with an opinion of counsel, reasonably satisfactory to the CompanyCorporation, for the Holder to the effect that such disposition will not require registration of such Warrant or Exercise Shares under the Act or any applicable state securities laws.
Appears in 1 contract
Samples: Stock Purchase Agreement (Lightspan Partnership Inc)
Disposition of Warrant and Exercise Shares. The Holder further agrees not to make any disposition of all or any part of the Warrant or Exercise Warrant Shares in any event unless and until: The Company shall have received a letter secured by the Holder from the Securities and Exchange Commission stating that no action will be recommended to the Commission with respect to the proposed disposition; or There is then in effect a registration statement under the Act covering such proposed disposition and such disposition is made in accordance with said registration statement; or The Holder shall have notified the Company of the proposed disposition and shall have furnished the Company with a detailed statement of the circumstances surrounding the proposed disposition, and if reasonably requested by the Company, the Holder shall have furnished the Company with an opinion of counsel, reasonably satisfactory to the Company, for the Holder to the effect that such disposition will not require registration of such Warrant or Exercise Warrant Shares under the Act or any applicable state securities laws.
Appears in 1 contract
Samples: License Agreement (Devax Inc)