Common use of Non-Distributive Intent Clause in Contracts

Non-Distributive Intent. The shares of CLMI stock being acquired by Xxxxx pursuant to this Agreement are not being acquired by Xxxxx with a view to the public distribution of them. Xxxxx acknowledges and agrees that the CLMI stock acquired by him pursuant to this Agreement has not been registered or qualified under federal or state securities laws, and may not be sold, conveyed, transferred, assigned or hypothecated without being registered under the Securities Act of 1933, as amended, and applicable state law, or in the alternative submission of evidence reasonably satisfactory to CLMI that an exemption from registration is available.

Appears in 4 contracts

Samples: Plan of Reorganization and Exchange Agreement (Zeros & Ones Inc), Plan of Reorganization and Asset Purchase Agreement (Zeros & Ones Inc), Reorganization and Exchange Agreement (Zeros & Ones Inc)

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Non-Distributive Intent. The shares of CLMI stock being acquired by Xxxxx Xxxxxxx pursuant to this Agreement are not being acquired by Xxxxx Xxxxxxx with a view to the public distribution of them. Xxxxx Xxxxxxx acknowledges and agrees that the CLMI stock acquired by him pursuant to this Agreement has not been registered or qualified under federal or state securities laws, and may not be sold, conveyed, transferred, assigned or hypothecated without being registered under the Securities Act of 1933, as amended, and applicable state law, or in the alternative submission of evidence reasonably satisfactory to CLMI that an exemption from registration is available.

Appears in 2 contracts

Samples: Reorganization and Exchange Agreement (Zeros & Ones Inc), Plan of Reorganization and Exchange Agreement (Zeros & Ones Inc)

Non-Distributive Intent. The shares of CLMI stock being acquired by Xxxxx Schklair pursuant to this Agreement are not being acquired by Xxxxx Schklair with a view to the public distribution of them. Xxxxx Schklair acknowledges and agrees that the CLMI stock acquired by him pursuant to this Agreement has not been registered or qualified under federal or state securities laws, and may not be sold, conveyed, transferred, assigned or hypothecated without being registered under the Securities Act of 1933, as amended, and applicable state law, or in the alternative submission of evidence reasonably satisfactory to CLMI that an exemption from registration is available.

Appears in 2 contracts

Samples: Reorganization and Exchange Agreement (Zeros & Ones Inc), Reorganization and Exchange Agreement (Zeros & Ones Inc)

Non-Distributive Intent. The shares of CLMI stock being acquired by Xxxxx and Xxxxxxx pursuant to this Agreement are not being acquired by Xxxxx and Xxxxxxx with a view to the public distribution of them. Xxxxx acknowledges and agrees Xxxxxxx acknowledge and agree that the CLMI stock acquired by him them pursuant to this Agreement has not been registered or qualified under federal or state securities laws, and may not be sold, conveyed, transferred, assigned or hypothecated without being registered under the Securities Act of 1933, as amended, and applicable state law, or in the alternative submission of evidence reasonably satisfactory to CLMI that an exemption from registration is available.

Appears in 2 contracts

Samples: Reorganization and Exchange Agreement (Zeros & Ones Inc), Plan of Reorganization and Exchange Agreement (Zeros & Ones Inc)

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Non-Distributive Intent. The shares of CLMI stock being acquired by Xxxxx and Xxxxxx-Xxxxx pursuant to this Agreement are not being acquired by Xxxxx and Xxxxxx-Xxxxx with a view to the public distribution of them. Xxxxx acknowledges and agrees Xxxxxx-Xxxxx acknowledge and agree that the CLMI stock acquired by him them pursuant to this Agreement has not been registered or qualified under federal or state securities laws, and may not be sold, conveyed, transferred, assigned or hypothecated without being registered under the Securities Act of 1933, as amended, and applicable state law, or in the alternative submission of evidence reasonably satisfactory to CLMI that an exemption from registration is available.

Appears in 2 contracts

Samples: Plan of Reorganization and Exchange Agreement (Zeros & Ones Inc), Reorganization and Exchange Agreement (Zeros & Ones Inc)

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