Common use of No Securities Act Registration Clause in Contracts

No Securities Act Registration. Sellers (and/or any other members distributed common shares at closing) understand that the shares of Purchaser's stock issued as the Shares have not been registered under either the United States Securities Act of 1933 or any state securities law, that Sellers must hold the Shares unless the Shares are subsequently registered under those laws or transferred in reliance on an opinion of counsel that registration under those laws is not required, and that the certificates representing the shares will bear a legend to the foregoing effect.

Appears in 3 contracts

Samples: Intellectual Property Purchase Agreement (End Fuel Corp), Intellectual Property Purchase Agreement (Rx Technologies Corp.), Intellectual Property Purchase Agreement (Rx Technologies Corp.)

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No Securities Act Registration. Sellers (and/or any other members distributed common shares at closing) understand Seller understands that the shares of Purchaser's stock issued as the Shares have not been registered under either the United States Securities Act of 1933 or any state securities law, that Sellers Seller must hold the Shares unless the Shares are subsequently registered under those laws or transferred in In reliance on an opinion of counsel that registration under those laws is not required, and that the certificates representing the shares will bear a legend to the foregoing effect.

Appears in 1 contract

Samples: Intellectual Property Purchase Agreement (Hydrogen Motors, Inc.)

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