No Registration of Shares. The Subscriber acknowledges and agrees that, based in part upon the Subscriber’s representations contained herein and in reliance upon applicable exemptions, the Shares have not been and will not be registered under the Securities Act or the securities laws of any other domestic or foreign jurisdiction. Accordingly, no such Shares may be offered for sale, sold, pledged, hypothecated or otherwise transferred in whole or in part except in accordance with the terms of the Corporation’s certificate of incorporation and bylaws and in compliance with all applicable laws, including securities laws. The Subscriber acknowledges that it has been advised that the Corporation has no obligation and does not intend to cause any of the Shares to be registered under the Securities Act or any other securities laws or to comply with an exemption under the Securities Act which would permit the Subscriber to sell the Shares or any part thereof.
Appears in 5 contracts
Samples: Subscription Agreement (Lyris, Inc.), Subscription Agreement (Lyris, Inc.), Subscription Agreement (Lyris, Inc.)
No Registration of Shares. The Subscriber acknowledges and agrees that, based in part upon the Subscriber’s its representations contained herein and in reliance upon applicable exemptions, no Shares acquired by the Shares Subscriber have not been and or will not be registered under the Securities Act or the securities laws of any other domestic or foreign jurisdiction. Accordingly, no such Shares may be offered for sale, sold, pledged, hypothecated or otherwise transferred in whole or in part except in accordance with the terms of the Corporation’s certificate Certificate of incorporation Incorporation and bylaws Bylaws and in compliance with all applicable laws, including securities laws. The Subscriber acknowledges that it has been advised that the Corporation Company has no obligation and does not intend to cause any of Shares in the Shares Company to be registered under the Securities Act or any other securities laws or to comply with an any exemption under the Securities Act or any other securities law which would permit the Subscriber to sell the Subscriber’s Shares or any part thereofin the Company.
Appears in 1 contract
Samples: Subscription Agreement (Crypto Co)