Common use of Legend on Shares Clause in Contracts

Legend on Shares. Each certificate for Shares issued upon exercise of the Warrants shall bear the following legend, unless, at the time of exercise, such Shares are subject to a then effective Registration Statement under the Securities Act of 1933, as amended (the "Act"): "THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, EXCHANGED, HYPOTHECATED OR TRANSFERRED IN ANY MANNER EXCEPT IN COMPLIANCE WITH SECTION 11 OF THE AGREEMENT PURSUANT TO WHICH THEY WERE ISSUED." Any certificate issued at any time in exchange or substitution for any certificate bearing such legend (except a new certificate issued upon completion of a public distribution pursuant to a registration statement under the Act, of the securities represented thereby) shall also bear the above legend unless, in the opinion of the Company's counsel, the securities represented thereby need no longer be subject to such restrictions.

Appears in 2 contracts

Samples: Representative's Warrant Agreement (Creative Master International Inc), Representative's Warrant Agreement (Creative Master International Inc)

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Legend on Shares. Each certificate for Shares initially issued upon exercise of the Warrants shall bear the following legend, unless, at the time of exercise, such Shares are subject to a then currently effective Registration Statement under the Securities Act of 1933, as amended (the "Act"): "THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, EXCHANGED, HYPOTHECATED OR TRANSFERRED IN ANY MANNER EXCEPT IN COMPLIANCE WITH SECTION 11 OF THE AGREEMENT PURSUANT TO WHICH THEY WERE ISSUED." Any certificate issued at any time in exchange or substitution for any certificate bearing such legend (except a new certificate issued upon completion of a public distribution pursuant to a registration statement under the Act, Act of the securities represented thereby) shall also bear the above legend unless, in the opinion of the Company's ’s counsel, the securities represented thereby need no longer be subject to such restrictions.

Appears in 1 contract

Samples: Warrant Agreement (WorldSpace, Inc)

Legend on Shares. Each certificate for Shares initially issued upon exercise of the Warrants shall bear the following legend, unless, at the time of exercise, such Shares are subject to a then an effective Registration Statement registration statement under the Securities Act of 1933, as amended (the "Act"): "THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, EXCHANGED, HYPOTHECATED HYPOTHE CATED OR TRANSFERRED IN ANY MANNER EXCEPT IN COMPLIANCE WITH SECTION 11 OF THE AGREEMENT PURSUANT TO WHICH THEY WERE ISSUED." Any certificate issued at any time in exchange or substitution for any certificate bearing such legend (except a new certificate issued upon completion of a public distribution pursuant to a an effective registration statement under the Act, Act of the securities represented thereby) shall also bear the above legend unless, in the opinion of counsel satisfactory to the Company's counsel, the securities represented thereby need no longer be subject to such restrictions.

Appears in 1 contract

Samples: Representatives' Warrant Agreement (Vidatron Entertainment Group Inc)

Legend on Shares. Each Warrant Certificate and each certificate for representing Shares issued upon exercise of the Warrants Warrant shall bear the following legend, unless, at the time legend or legend of exercise, such Shares are subject to a then effective Registration Statement under the Securities Act of 1933, as amended (the "Act"): "similar import: “THE SECURITIES SHARES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED OR QUALIFIED UNDER THE SECURITIES ACT OF 1933 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS LAWS, AND MAY NOT BE SOLD, EXCHANGED, HYPOTHECATED OR TRANSFERRED IN ANY MANNER EXCEPT IN COMPLIANCE WITH SECTION 11 OF THE AGREEMENT PURSUANT TO WHICH UNLESS THEY WERE ISSUEDARE REGISTERED OR QUALIFIED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAWS OR UNLESS AN EXEMPTION FROM SUCH REGISTRATION OR QUALIFICATION IS AVAILABLE." Any certificate issued at any time in exchange or substitution for any certificate bearing such legend (except a new certificate issued upon completion of a public distribution pursuant to a registration statement under the Securities Act of 1933 (the “Act, ”) of the securities Shares represented thereby) shall also bear the above legend unless, in the opinion of the Company's ’s counsel, the securities Shares represented thereby need no longer be subject to such restrictions.

Appears in 1 contract

Samples: Managing Dealer Warrant Agreement (Expert Systems Inc)

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Legend on Shares. Each certificate for Shares initially issued upon exercise of the Warrants Warrant, unless at the time of exercise such Shares are registered under the Securities Act of 1933, as amended (the "Securities Act"), shall bear the following legend, unless, at the time of exercise, such : "The Shares are subject to a then effective Registration Statement represented by this Certificate have not been registered under the Securities Act of 1933, as amended (the "Act"): "THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD), EXCHANGEDand may not be sold, HYPOTHECATED OR TRANSFERRED IN ANY MANNER EXCEPT IN COMPLIANCE WITH SECTION 11 OF THE AGREEMENT PURSUANT TO WHICH THEY WERE ISSUEDexchanged, hypothecated or transferred in any manner in the absence of such registration or an exemption therefrom. The Shares are subject to the terms of a certain Warrant and Registration Agreement dated as of August __, 1996 with What A World!, Inc., pursuant to which they were issued." Any certificate issued at any time in exchange or substitution for any certificate bearing such legend (except a new certificate issued upon completion of a public distribution pursuant to a registration statement under the Act, Securities Act of the securities Shares represented thereby) shall also bear the above legend unless, in the opinion of counsel satisfactory to the Company's counsel, the securities represented thereby need no longer be subject to such restrictions.

Appears in 1 contract

Samples: Warrant and Registration Agreement (Cornstein David B)

Legend on Shares. Each certificate for Shares initially issued upon exercise of the Warrants or a Unit Warrant shall bear the following legend, unless, at the time of exercise, such Shares are subject to a then currently effective Registration Statement under the Securities Act of 1933, as amended (the "Act"): : "THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, EXCHANGED, HYPOTHECATED OR TRANSFERRED IN ANY MANNER EXCEPT IN COMPLIANCE WITH SECTION 11 OF THE AGREEMENT PURSUANT TO WHICH THEY WERE ISSUED." Any certificate issued at any time in exchange or substitution for any certificate bearing such legend (except a new certificate issued upon completion of a public distribution pursuant to a registration statement under the Securities Act of 1933 (the "Act"), of the securities represented thereby) shall also bear the above legend unless, in the opinion of the Company's counsel, the securities represented thereby need no longer be subject to such restrictions.

Appears in 1 contract

Samples: Underwriter's Warrant Agreement (New York Health Care Inc)

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