Common use of Exemption From Registration; California Permit Clause in Contracts

Exemption From Registration; California Permit. The shares of Parent Common Stock to be issued pursuant to Section 1.6 in connection with the Merger will be issued in a transaction exempt from registration under the Securities Act of 1933, as amended (the "Securities Act"), by reason of Section 4(2) of the Securities Act. The shares of Parent Common Stock to be issued pursuant to Section 1.6 in connection with the Merger will be exempt or qualified under the California Code.

Exemption From Registration; California Permit. The shares of Parent Common Stock to be issued pursuant to Section 1.6 in connection with the Merger will be issued in a transaction exempt from registration under the Securities Act of 1933, as amended (the "Securities Act"), by reason of Section 4(2) of the Securities Act. The shares of Parent Common Stock to be issued pursuant to Section 1.6 in connection with the Merger will be exempt or qualified under the California Code.3(a)(10)

Exemption From Registration; California Permit. The Parent and the Company intend that the shares of Parent Common Stock to be issued pursuant to Section 1.6 in connection with the Merger will be issued in a transaction exempt from registration under the Securities Act of 1933, as amended amended, and the rules and regulations promulgated by the SEC thereunder (the "Securities Act"), by reason of Section 4(23(a)(10) of the Securities Act. The shares of Parent Common Stock to be issued thereof or, pursuant to Section 1.6 in connection with the Merger will be exempt or qualified under the California Code.5.1(c), by reason of Section 4(2)

Exemption From Registration; California Permit. The shares of Parent Common Stock to be issued pursuant to Section 1.6 in connection with the Merger will be issued in a transaction exempt from registration under the Securities Act of 1933, as amended (the "Securities Act"), by reason of Section 4(2) of the Securities Act. The shares of Parent Common Stock to be issued pursuant to Section 1.6 in connection with the Merger will be exempt or qualified under the California Code.)