Investment Covenant Sample Clauses

Investment Covenant. The Holder by his or her acceptance hereof covenants that this Warrant is and any common stock issued hereunder will be acquired for investment purposes, and that the Holder will not distribute the same in violation of any state or federal law or regulation.
AutoNDA by SimpleDocs
Investment Covenant. By its acceptance hereof, the Holder represents and warrants that this Warrant is, and any Warrant Shares issued hereunder will be, acquired for its own account for investment purposes, and the Holder covenants that it will not distribute the same in violation of any state or federal law or regulation.
Investment Covenant. The Optionee represents and agrees that as a condition to exercise of this Option, the shares of Common Stock of the Company that the Optionee acquires under this Option will be acquired by the Optionee for investment and not with a view to distribution or resale, unless counsel for the Company is then of the opinion that such a representation is not required under the Securities Act of 1933, as amended, or any other applicable law, regulation or rule of any governmental agency. The Company may place restrictive legends on any certificates evidencing shares issued upon exercise of any options hereunder if deemed necessary by the Company to comply with applicable securities laws.
Investment Covenant. The Optionee represents, covenants and agrees that, unless the Optioned Shares shall have been registered under the Securities Act of 1933, as amended, or other Federal or state statutes in effect at the time of purchase, such Optioned Shares will be acquired by the Optionee for investment for his own account and not with a view to distribution and agrees to execute such other and further instruments as may be required to evidence such investment intent.
Investment Covenant. I represent and agree that as a condition of this Option, the shares of Common Stock of the Corporation that I acquire under this option will be purchased for investment and not with a view for distribution or resale, unless counsel for the Company is then of the opinion that such a representation is not required under the Securities Act of 1933, as amended, or any other applicable law, regulation or rule of any government agency.
Investment Covenant. I represent and agree that as a condition of this Option, the shares of Common Stock of the Corporation that I acquire under this option will be purchased for investment and not with a view toward distribution or resale, unless counsel for the Company is then of the opinion that such a representation is not required under the Securities Act of 1933, as amended, or any other applicable law, regulation or rule of any government agency. Total Amount Enclosed: $__________ (including $________ for tax withholding) Date: -------------------- ------------------------------------ (Optionee) Received by Nastech Pharmaceutical Company Inc On: , 20 ------------------------- ----
Investment Covenant. The Optionee further represents that the Optionee is acquiring these options for purposes of investment and not with a view to the distribution. The Optionee represents and agrees that if the Optionee exercises any of these options in whole or in part at a time when there is not in effect under the Securities Act of 1933, as amended (the “Act”), a registration statement relating to the shares issuable upon exercise hereof and there is not available for delivery a prospectus meeting the requirements of Section 10(a)(3) of such Act, (i) the Optionee will acquire the shares upon such exercise for the purpose of investment and not with a view to the distribution thereof, (ii) if requested by the Company, upon each such exercise of these options, the Optionee will furnish to the Company an investment letter in form and substance satisfactory to the Company, (iii) if requested by the Company, prior to selling or offering for sale any such shares, the Optionee will furnish the Company with an opinion of counsel satisfactory to it to the effect that such sale may lawfully be made and will furnish it with such certificates as to factual matters as it may reasonably request, and (iv) certificates representing such shares may be marked with an appropriate legend describing such conditions precedent to sale or transfer. Any person or persons entitled to exercise such option under the provision of Section 5 hereof shall furnish to the Company letters, opinions and certificates to the same effect as would otherwise be required of the Optionee.
AutoNDA by SimpleDocs
Investment Covenant. I represent and agree that as a condition of this Option, the shares of Common Stock of the Corporation that I acquire under this option will be purchased for investment and not with a view for distribution or resale, unless counsel for the Company is then of the opinion that such a representation is not required under the Securities Act of 1933, as amended, or any other applicable law, regulation or rule of any government agency. Total Amount Enclosed: $__________ (including $________ for tax withholding) Date: -------------------- ------------------------------------ (Optionee) Received by Information Resource Engineering, Inc. On: , 20 ------------------------- ---- By: ---------------------------------
Investment Covenant. Redington represents and warrants that the Shares issued upon such exercise are being acquired for investment by Redington and for its own account and without a view to the resale or distribution thereof within the meaning of the Securities Act of 1933, as amended (the "Act"). Redington agrees that it will not sell, transfer, pledge, hypothecate or otherwise dispose of any of such Shares except pursuant to (i) an effective Registration Statement under the Act covering such disposition, or (ii) an opinion of counsel to the Company, in response to a request therefor, to the effect that such registration is not required as a condition of such disposition. Redington acknowledges that such Shares are not presently registered under the Act and that, except for the Registration Rights being afforded the Company is under no obligation to so register or qualify this Warrant or any of the Shares underlying this Warrant under, or do any act which may be requisite to Redington securing an exemption from the registration or qualification requirements of, the Act or any state security law in connection with the exercise of this warrant or any disposition of the Shares. Accordingly, any Shares acquired hereunder must be held indefinitely unless they are registered under the Act or the disposition thereof is exempt from the registration requirements of the Act; any sale of the Shares or any part thereof made in reliance on Rule 144 of the Securities and Exchange Commission under the Act can be made only after compliance with any requisite holding period and in amounts in accordance with the terms and conditions of that Rule. Redington agrees that the certificates representing the Shares to be received by Redington upon exercise of this option my have "stop transfer instructions" placed against the transfer thereof based upon the foregoing, and may bear the following (or a similar) legend: "The Shares represented by this certificate have not been registered under the Securities Act of 1933 and may not be sold, transferred, pledged, hypothecated or otherwise disposed of in the absence of (i) an effective registration statement for such shares under said Act or (ii) an opinion of Company counsel that such registration is not required." If the Company's Board of Directors shall determine, in its discretion, that the listing or qualification of the Shares subject to this Warrant on any securities exchange or under any applicable law, or the consent or approval of any governmen...
Investment Covenant. The Optionee represents and agrees that if the Optionee exercises this option in whole or in part at a time when there is not in effect under the Securities Act, a registration statement relating to the Shares issuable upon exercise hereof and there is not available for delivery a prospectus meeting the requirements of Section 10(a)(3) of such Act, (i) the Optionee will acquire the Shares upon such exercise for the purpose of investment and not with a view to the distribution thereof; (ii) if requested by the Company, upon such exercise of this option, the Optionee will furnish to the Company an investment letter in form acceptable to it; (iii) if requested by the Company, before selling or offering for sale any such Shares, the Optionee will furnish the Company with an opinion of counsel satisfactory to it to the effect that such sale may lawfully be made and will furnish it with such certificates as to factual matters as it may reasonably request; and (iv) certificates representing such shares may be marked with an appropriate legend describing such conditions precedent to sale or transfer. Any person or persons entitled to exercise this option under the provision of Section 5 hereof shall furnish to the Company letters, opinions, and certificates to the same effect as would otherwise be required of the Optionee.
Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!