Common use of Non-Distributive Intent Clause in Contracts

Non-Distributive Intent. Each of the parties hereto, severally and not jointly, covenants and warrants that the shares received are acquired for his, her, or its own account and not with the present view towards the distribution thereof and he, she, or it will not dispose of such shares except (i) pursuant to an effective registration statement under the 1933 Act, or (ii) in any other transaction which, in the opinion of counsel acceptable to the issuer, is exempt from registration under the 1933 Act, or the rules and regulations of the SEC thereunder. In order to effectuate the covenants of this subsection, an appropriate legend will be placed upon each of the certificates of common stock issued or transferred pursuant to this Agreement, and stop transfer instructions shall be placed with the transfer agent for the securities.

Appears in 5 contracts

Samples: Agreement and Plan of Reorganization (Paystar Communications Corp), Agreement and Plan of Reorganization (Scilabs Holdings Inc), Agreement and Plan of Reorganization (Paystar Communications Corp)

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Non-Distributive Intent. Each of the parties hereto, severally and not jointly, covenants and warrants that the shares received are acquired for his, her, or its own account and not with the present view towards the distribution thereof and he, she, or it will not dispose of such shares except (i) pursuant to an effective registration statement under the 1933 Act, or (ii) in any other transaction which, in the opinion of counsel acceptable to the issuer, is exempt from registration under the 1933 Act, or the rules and regulations of the SEC thereunder. In order to effectuate the covenants of this subsection, an appropriate legend will with be placed upon each of the certificates of common stock issued or transferred pursuant to this Agreement, and stop transfer instructions shall be placed with the transfer agent for the securities.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Netvoice Technologies Corp)

Non-Distributive Intent. Each of the parties heretoShareholders, severally and not jointly, covenants and warrants that the shares received are acquired for his, her, or its own account and not with the present view towards the distribution thereof and he, she, or it will not dispose of such shares except (i) pursuant to an effective registration statement under the 1933 Act, or (ii) in any other transaction which, in the opinion of counsel acceptable to the issuer, is exempt from registration under the 1933 Act, or the rules and regulations of the SEC thereunder. In order to effectuate the covenants of this subsectionsubsection 7.2, an appropriate legend will be placed upon each of the certificates of common stock of issued or transferred pursuant to this Agreement, and stop transfer instructions shall be placed with the transfer agent for the securities.

Appears in 1 contract

Samples: Merger Agreement (Great American Food Chain, Inc.)

Non-Distributive Intent. Each of the parties hereto, severally and not jointly, covenants and warrants that the shares received are acquired for his, her, or its own account and not with the present view towards the distribution thereof and he, she, or it will not dispose of such shares except (i) pursuant to an effective registration statement under the 1933 Act, or (ii) in any other transaction transac-tion which, in the opinion of counsel acceptable to the issuer, is exempt from registration under the 1933 Act, or the rules and regulations of the SEC thereunder. In order to effectuate the covenants of this subsectionsubsection 8.2, an appropriate legend will be placed upon each of the certificates of common stock of issued or transferred pursuant to this Agreement, and stop transfer instructions instruc-tions shall be placed with the transfer agent for the securities.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Total Film Group Inc)

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Non-Distributive Intent. Each of the parties hereto, severally and not jointly, covenants and warrants that the shares received are acquired for his, her, or its own account and not with the present view towards the distribution thereof and he, she, or it will not dispose of such shares except (i) pursuant to an effective registration statement under the 1933 Act, or (ii) in any other transaction which, in the opinion of counsel reasonably acceptable to the issuer, issuer is exempt from registration under the 1933 Act, or the rules and regulations of the SEC thereunder. In order to effectuate the covenants of this subsection, an appropriate legend will be placed upon each of the certificates of common stock issued or transferred pursuant to this Agreement, and stop transfer instructions shall be placed with the transfer agent for the securities.

Appears in 1 contract

Samples: Acquisition Agreement (Consolidated Energy Inc)

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