Common use of Limitations on Resale or Transfer Clause in Contracts

Limitations on Resale or Transfer. Imperial understands and --------------------------------- acknowledges that the Sold Shares will be "restricted' as defined in Rule 144 under the Securities Act and that it cannot offer to sell, sell or otherwise transfer or distribute the Sold Shares without registration thereof under both the Securities Act and any applicable state securities laws, or unless an exemption is, in the opinion of counsel, available to it under the Securities Act. Imperial further understands and acknowledges that the restrictions on the transfer of the Sold Shares will be noted on the books of each Sold Company, respectively, and that the stock certificates representing the Sold Shares will bear a written legend setting forth the restriction on the transferability of the Sold Shares in substantially the following form: THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. THE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION OF THEM UNDER THE SECURITIES ACT OF 1933, OR AN OPINION OF COUNSEL SATISFACTORY TO THE ISSUER THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT.

Limitations on Resale or Transfer. Imperial Subscriber understands and --------------------------------- acknowledges that the Sold Shares Note and the underlying common stock if the Note is converted, will be "“restricted' ” as defined in Rule 144 under the Securities Act and that it cantherefore Subscriber can not offer to sell, sell or otherwise transfer or distribute the Sold Shares Note without registration thereof under both the Securities Act and any applicable state securities laws, or unless an exemption is, in the opinion of counselthe Company’s council, available to it Subscriber under the Securities ActAct and any applicable state securities laws. Imperial further understands and acknowledges that the restrictions on the transfer of the Sold Shares Such exemption will be noted on the books of each Sold Company, respectively, the Company and that the stock certificates certificate representing any shares issued in the Sold Shares event that the Note is converted into common stock will bear a written typewritten legend setting forth the restriction on the stock’s transferability of the Sold Shares in substantially the following form: THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. THE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE SOLD OR TRANSFERRED FOR VALUE IN THE ABSENCE OF AN EFFECTIVE REGISTRATION OF THEM UNDER THE SECURITIES ACT OF 1933, OR AN OPINION OF COUNSEL SATISFACTORY TO THE ISSUER THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT.

Limitations on Resale or Transfer. Imperial Subscriber understands and --------------------------------- acknowledges that the Sold Shares Stock will be "“restricted' ” as defined in Rule 144 under the Securities Act and that it cantherefore Subscriber can not offer to sell, sell or otherwise transfer or distribute the Sold Shares Stock without registration thereof under both the Securities Act and any applicable state securities laws, or unless an exemption is, in the opinion of counselthe Company’s council, available to it Subscriber under the Securities ActAct and any applicable state securities laws. Imperial further understands and acknowledges that the restrictions on the transfer of the Sold Shares Such exemption will be noted on the books of each Sold Company, respectively, the Company and that the stock certificates certificate representing the Sold Shares Stock will bear a written typewritten legend setting forth the restriction on the Stock’s transferability of the Sold Shares in substantially the following form: THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. THE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE SOLD OR TRANSFERRED FOR VALUE IN THE ABSENCE OF AN EFFECTIVE REGISTRATION OF THEM UNDER THE SECURITIES ACT OF 1933, OR AN OPINION OF COUNSEL SATISFACTORY TO THE ISSUER THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACT.

Limitations on Resale or Transfer. Imperial Subscriber understands and --------------------------------- acknowledges that the Sold Shares Stock will be "restricted' " as defined in Rule 144 under the Securities Act and that it cantherefore Subscriber can not offer to sell, sell or otherwise transfer or distribute the Sold Shares Stock without registration thereof under both the Securities Act and any applicable state securities laws, or unless an exemption is, in the opinion of the Company's counsel, available to it Subscriber under the Securities ActAct and any applicable state securities laws. Imperial Subscriber further understands and acknowledges that the restrictions on the transfer of the Sold Shares Stock will be noted on the books of each Sold Company, respectively, the Company and that the stock certificates certificate representing the Sold Shares Stock will bear a written legend setting forth the restriction on the Stock's transferability of the Sold Shares in substantially the following form: THE SECURITIES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 19331933 OR APPLICABLE STATE SECURITIES ACTS. THE SECURITIES HAVE BEEN ACQUIRED FOR INVESTMENT AND MAY NOT BE SOLD OR TRANSFERRED FOR VALUE IN THE ABSENCE OF AN EFFECTIVE REGISTRATION OF THEM UNDER THE SECURITIES ACT OF 19331933 AND/OR THE OKLAHOMA SECURITIES ACT, OR AN OPINION OF COUNSEL SATISFACTORY TO THE ISSUER THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE ACTACT OR ACTS.