Common use of Limitation on Certain Transactions Clause in Contracts

Limitation on Certain Transactions. Beginning as of the date of this Agreement and until the effective date of the Registration Statement, without the prior written consent of Buyers (which consent may be withheld in such Buyer’s sole discretion), the Company shall not issue or sell or agree to issue or sell any securities in a capital raising transaction, unless such securities will not be, and are not, registered for sale or resale under the 1933 Act until on or after the effective date of the Registration Statement, provided that the limitation of this Section 5(i) shall not apply to securities issued pursuant to (a) the Company’s duly adopted employee or director bona fide share and option plans, and (b) the exercise or conversion of Common Stock Equivalents that are outstanding on the date of this Agreement.

Appears in 3 contracts

Samples: Subscription Agreement (Dwango North America Corp), Subscription Agreement (Dwango North America Corp), Subscription Agreement (Dwango North America Corp)

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Limitation on Certain Transactions. Beginning as of the date of this Agreement and until the effective date of the Registration Statement, without the prior written consent of Buyers the Buyer (which consent may be withheld in such the Buyer’s sole discretion), the Company shall not issue or sell or agree to issue or sell any securities in a capital raising transaction, unless such securities will not be, and are not, registered for sale or resale under the 1933 Act until on or after the effective date of the Registration Statement, provided that the limitation of this Section 5(i) shall not apply to securities issued pursuant to (a) the Company’s duly adopted employee or director bona fide share and option plans, and (b) the exercise or conversion of Common Stock Equivalents that are outstanding on the date of this Agreement, or (c) a private placement in an amount not to exceed $5,000,000.00 for which the Placement Agent has acted as the placement agent therefor.

Appears in 3 contracts

Samples: Subscription Agreement (Dwango North America Corp), Subscription Agreement (Dwango North America Corp), Subscription Agreement (Dwango North America Corp)

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Limitation on Certain Transactions. Beginning as of the date of this Agreement and until the effective date of the Registration Statement, without the prior written consent of Buyers Sigma (which consent may be withheld in such BuyerSigma’s sole discretion), the Company shall not issue or sell or agree to issue or sell any securities in a capital raising transaction, unless such securities will not be, and are not, registered for sale or resale under the 1933 Act until on or after the effective date of the Registration Statement, provided that the limitation of this Section 5(i5(j) shall not apply to securities issued pursuant to (a) the Company’s duly adopted employee or director bona fide share and option options plans, and or (b) the exercise or conversion of Common Stock Equivalents that are outstanding on the date of this Agreement.

Appears in 1 contract

Samples: Note Purchase Agreement (Berliner Communications Inc)

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