Common use of Limitation on Certain Transactions Clause in Contracts

Limitation on Certain Transactions. (a) Beginning as of the date of this Agreement and until the effective date of the Registration Statement as contemplated by the Registration Rights Agreement, without the prior written consent of the Purchaser (which consent may be withheld in the Purchaser's discretion), the Company shall not issue or sell or agree to issue or sell any securities in a capital raising transaction prior to such date, 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 6.2(a) shall not apply to securities issued pursuant to the Company's duly adopted employee or director bona fide share and option plans. (b) So long as the Note remains outstanding, without the prior written consent of the registered holder of the Note (which consent may be withheld in such holder's discretion), the Company shall not issue or sell, or agree to issue or sell, any securities in a Variable Rate Transaction.

Appears in 2 contracts

Samples: Purchase Agreement (Biogentech Corp), Purchase Agreement (Knightsbridge Fine Wines Inc)

AutoNDA by SimpleDocs

Limitation on Certain Transactions. (a) Beginning as of the date of this Agreement and until the effective date of the Registration Statement as contemplated by the Registration Rights Agreement, without the prior written consent of the Purchaser (which consent may shall not be withheld in the Purchaser's discretionunreasonably withheld), the Company shall not issue or sell or agree to issue or sell any securities in a capital raising transaction prior to such date, 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 6.2(a) shall not apply to securities issued pursuant to the Company's duly adopted employee or director bona fide share and option plans. (b) So long as the Note remains outstanding, without the prior written consent of the registered holder of the Note (which consent may shall not be withheld in such holder's discretionunreasonably withheld), the Company shall not issue or sell, or agree to issue or sell, any securities in a Variable Rate Transaction.

Appears in 1 contract

Samples: Purchase Agreement (Knightsbridge Fine Wines Inc)

AutoNDA by SimpleDocs

Limitation on Certain Transactions. (a) Beginning as of the date of this Agreement and until the effective date of the Registration Statement as contemplated by the Registration Rights Agreement, without the prior written consent of the Purchaser (which consent may be withheld in the Purchaser's discretion), the Company shall not issue or sell or agree to issue or sell any securities in a capital raising transaction prior to such date, 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 6.2(a) shall not apply to securities issued pursuant to the Company's duly adopted employee or director bona fide share and option plans. (b) So long as any of the Note remains Shares remain outstanding, without the prior written consent of the registered holder holders owning more than 50% of the Note Shares (which consent may be withheld in such holder's holders' discretion), the Company shall not issue or sell, or agree to issue or sell, any securities in a Variable Rate Transaction.

Appears in 1 contract

Samples: Purchase Agreement (Biogentech Corp)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!