Notice of Proposed Transfer; Opinions of Counsel. Prior to any transfer of any Restricted Securities which are not registered under an effective registration statement under the Securities Act (other than a transfer pursuant to Rule 144, Rule 144A or any comparable rule under such Act), the Holder thereof will give written notice to the Company of such Holder's intention to effect such transfer and to comply in all other respects with this Section 3.2. Each such notice shall (a) describe the manner and circumstances of the proposed transfer in sufficient detail to enable counsel to render the opinion referred to below, and (b) designate counsel for the Holder giving such notice, which counsel shall be reasonably satisfactory to the Company. The Holder giving such notice will submit a copy thereof to the counsel designated in such notice. The following provisions shall then apply:
Appears in 5 contracts
Samples: Loan Agreement (Spectrx Inc), Loan Agreement (Spectrx Inc), Guided Therapeutics Inc
Notice of Proposed Transfer; Opinions of Counsel. Prior to any transfer of any Restricted Securities which are not registered under an effective registration statement under the Securities Act (other than a transfer pursuant to Rule 144, Rule 144A or any comparable rule under such Act), the Holder holder thereof will give written notice to the Company of such Holderholder's intention to effect such transfer and to comply in all other respects with this Section 3.2section 9.2. Each such notice shall (a) shall describe the manner and circumstances of the proposed transfer in sufficient detail to enable counsel to render the opinion opinions referred to below, and (b) shall designate counsel for the Holder holder giving such notice, which notice (who may be house counsel shall be reasonably satisfactory to the Companyfor such holder). The Holder holder giving such notice will submit a copy thereof to the counsel designated in such noticenotice and the Company will promptly submit a copy thereof to its counsel. The following provisions shall then apply:
Appears in 3 contracts
Samples: Banque Paribas, Banque Paribas, Network Plus Corp
Notice of Proposed Transfer; Opinions of Counsel. Prior to any transfer of any Restricted Securities which that are not registered under an effective registration statement under the Securities Act (other than a transfer pursuant to Rule 144, Rule 144A or any comparable rule under such Act), the Holder thereof will give written notice to the Company of such Holder's Hxxxxx’s intention to effect such transfer and to comply in all other respects with this Section 3.2. Each such notice shall (a) describe the manner and circumstances of the proposed transfer in sufficient detail to enable counsel to render the opinion referred to below, and (b) designate counsel for the Holder giving such notice, which counsel shall be reasonably satisfactory to the Company. The Holder giving such notice will submit a copy thereof to the counsel designated in such notice. The following provisions shall then apply:
Appears in 3 contracts
Samples: Warrant And (Guided Therapeutics Inc), Guided Therapeutics Inc, Guided Therapeutics Inc
Notice of Proposed Transfer; Opinions of Counsel. Prior to any transfer of any Restricted Securities which are not registered under an effective registration statement under the Securities Act (other than a transfer pursuant to Rule 144, Rule 144A 144 or any comparable rule under such Act), the Holder holder thereof will give written notice to the Company of such Holderholder's intention to effect such transfer and to comply in all other respects with this Section 3.2section 8.2. Each such notice shall (a) shall describe the manner and circumstances of the proposed transfer in sufficient detail to enable counsel to render the opinion opinions referred to below, and (b) shall designate counsel for the Holder holder giving such notice, notice (which counsel shall be reasonably satisfactory acceptable to the Company). The Holder holder giving such notice will submit a copy thereof to the counsel designated in such notice. The following provisions shall then apply:
Appears in 2 contracts
Samples: Perma Fix Environmental Services Inc, Perma Fix Environmental Services Inc
Notice of Proposed Transfer; Opinions of Counsel. Prior to any transfer Transfer of any Restricted Securities which are not registered under an effective registration statement under the Securities Act (other than a transfer Transfer pursuant to Rule 144, Rule 144A 144 or any comparable rule under such Act), the Holder holder thereof will give written notice to the Company of such Holderholder's intention to effect such transfer Transfer and to comply in all other respects with this Section 3.28.2. Each such notice shall (a) shall describe the manner and circumstances of the proposed transfer Transfer in sufficient detail to enable counsel to render the opinion opinions referred to below, and (b) shall designate counsel for the Holder holder giving such notice, which notice (who may be internal counsel shall be reasonably satisfactory to the Companyfor such holder). The Holder holder giving such notice will submit a copy thereof to the counsel designated in such noticenotice and the Company will promptly submit a copy thereof to its counsel. The following provisions shall then apply:
Appears in 2 contracts
Samples: Data Transmission Network Corp, Data Transmission Network Corp
Notice of Proposed Transfer; Opinions of Counsel. Prior to any transfer of any Restricted Securities which that are not registered under an effective registration statement under the Securities Act (other than a transfer pursuant to Rule 144, Rule 144A or any comparable rule under such Act), the Holder thereof will give written notice to the Company of such Holder's ’s intention to effect such transfer and to comply in all other respects with this Section 3.2. Each such notice shall (a) describe the manner and circumstances of the proposed transfer in sufficient detail to enable counsel to render the opinion referred to below, and (b) designate counsel for the Holder giving such notice, which counsel shall be reasonably satisfactory to the Company. The Holder giving such notice will submit a copy thereof to the counsel designated in such notice. The following provisions shall then apply:
Appears in 2 contracts
Notice of Proposed Transfer; Opinions of Counsel. Prior to any transfer of any Restricted Securities which are not registered under an effective registration statement under the Securities Act (other than a transfer pursuant to Rule 144, Rule 144A or any comparable rule under such Act), the Holder thereof will give written notice to the Company of such Holder's ' s intention to effect such transfer and to comply in all other respects with this Section 3.2. Each such notice shall (a) describe the manner and circumstances of the proposed transfer in sufficient detail to enable counsel to render the opinion referred to below, and (b) designate counsel for the Holder giving such notice, which counsel shall be reasonably satisfactory to the Company. The Holder giving such notice will submit a copy thereof to the counsel designated in such notice. The following provisions shall then apply:
Appears in 2 contracts
Samples: Note Purchase Agreement by And (Guided Therapeutics Inc), Guided Therapeutics Inc
Notice of Proposed Transfer; Opinions of Counsel. Prior to any transfer of any Restricted Securities which are not registered under an effective registration statement under the Securities Act (other than a transfer pursuant to Rule 144, Rule 144A 144 or any comparable rule under such Act), the Holder holder thereof will give written notice to the Company of such Holderholder's intention to effect such transfer and to comply in all other respects with this Section 3.2section 8.2. Each such notice shall (a) shall describe the manner and circumstances of the proposed transfer in sufficient detail to enable counsel to render the opinion opinions referred to below, and (b) shall designate counsel for the Holder holder giving such notice, which notice (who may be internal counsel shall be reasonably satisfactory to the Companyfor such holder). The Holder holder giving such notice will submit a copy thereof to the counsel designated in such noticenotice and the Company will promptly submit a copy thereof to its counsel. The following provisions shall then apply:
Appears in 2 contracts
Samples: Subordination Agreement (General Housing Inc), General Housing Inc
Notice of Proposed Transfer; Opinions of Counsel. Prior to any transfer of any Restricted Registrable Securities which are not registered under an effective registration statement state- ment under the Securities Act (other than a transfer pursuant to Rule 144, Rule 144A or any comparable rule under such Act), the Holder thereof will give written notice to the Company of such Holder's intention to effect such transfer and to comply in all other respects with this Section 3.2section 2.7(b). Each such notice (i) shall (a) describe the manner and circumstances of the proposed transfer in sufficient detail to enable counsel to render the opinion opinions referred to below, and (bii) shall designate counsel for the Holder giving such notice, which notice (who may be house counsel shall be reasonably satisfactory to the Companyfor such Holder). The Holder giving such notice will submit a copy thereof to the counsel designated in such noticenotice and the Company will promptly submit a copy thereof to its counsel. The following provisions shall then apply:
Appears in 1 contract
Samples: Registration Rights Agreement (Capstead Mortgage Corp)
Notice of Proposed Transfer; Opinions of Counsel. Prior to any transfer Transfer of any Restricted Securities which are not registered under an effective registration statement under the Securities Act (other than a transfer Transfer pursuant to Rule 144, Rule 144A 144 or any comparable rule under such Act), the Holder holder thereof will give written notice to the Company of such Holderholder's intention to effect such transfer Transfer and to comply in all other respects with this Section 3.28.2. Each such notice shall (a) shall describe the manner and circumstances of the proposed transfer Transfer in sufficient detail to enable counsel to render the opinion opinions referred to below, and (b) shall designate counsel for the Holder holder giving such notice, which notice (who 16 - 402 - may be internal counsel shall be reasonably satisfactory to the Companyfor such holder). The Holder holder giving such notice will submit a copy thereof to the counsel designated in such noticenotice and the Company will promptly submit a copy thereof to its counsel. The following provisions shall then apply:
Appears in 1 contract
Samples: Data Transmission Network Corp
Notice of Proposed Transfer; Opinions of Counsel. Prior to any transfer of any Restricted Securities which are not registered under an effective registration statement under the Securities Act (other than a transfer pursuant to Rule 144, Rule 144A or any comparable rule under such Act), the Holder thereof will give written notice to the Company of such Holder's ’s intention to effect such transfer and to comply in all other respects with this Section 3.2. Each such notice shall (a) describe the manner and circumstances of the proposed transfer in sufficient detail to enable counsel to render the opinion referred to below, and (b) designate counsel for the Holder giving such notice, which counsel shall be reasonably satisfactory to the Company. The Holder giving such notice will submit a copy thereof to the counsel designated in such notice. The following provisions shall then apply:
Appears in 1 contract
Samples: Guided Therapeutics Inc
Notice of Proposed Transfer; Opinions of Counsel. Prior to any transfer of any Restricted Securities which are not registered under an effective registration statement under the Securities Act (other than a transfer pursuant to Rule 144, Rule 144A 144 or any comparable rule under such Act), the Holder holder thereof will give written notice to the Company of such Holderholder's intention to effect such transfer and to comply in all other respects with this Section 3.2section 8.2. Each such notice shall (a) shall describe the manner and circumstances of the proposed transfer in sufficient detail to enable counsel to render the opinion opinions referred to below, and (b) shall designate counsel for the Holder holder giving such notice, which notice (who may be in-house counsel shall be reasonably satisfactory to the Companyfor such holder). The Holder holder giving such notice will submit a copy thereof to the counsel designated in such notice. The following provisions shall then apply:: 14
Appears in 1 contract
Samples: Common Stock Purchase Warrant (Dixon Ticonderoga Co)
Notice of Proposed Transfer; Opinions of Counsel. Prior to any transfer of any Restricted Securities which are not registered under an effective registration statement under the Securities Act (other than a transfer pursuant to Rule 144, Rule 144A or any comparable rule under such Act), the Holder thereof will give written notice to the Company of such Holder's Xxxxxx’s intention to effect such transfer and to comply in all other respects with this Section 3.2. Each such notice shall (a) describe the manner and circumstances of the proposed transfer in sufficient detail to enable counsel to render the opinion referred to below, and (b) designate counsel for the Holder giving such notice, which counsel shall be reasonably satisfactory to the Company. The Holder holder giving such notice will submit a copy thereof to the counsel designated in such notice. The following provisions shall then apply:
Appears in 1 contract
Notice of Proposed Transfer; Opinions of Counsel. Prior to any transfer of any Restricted Securities which that are not registered under an effective registration statement under the Securities Act (other than a transfer pursuant to Rule 144, Rule 144A or any comparable rule under such Act), the Holder holder thereof will give written notice to the Company of such Holderholder's intention to effect such transfer and to comply in all other respects with this Section 3.25.1. Each such notice shall (a) describe the manner and circumstances of the proposed transfer in sufficient detail to enable counsel to render the opinion referred to below, and (b) designate counsel for the Holder holder giving such notice, which counsel shall be reasonably satisfactory to the Company. The Holder holder giving such notice will submit a copy thereof to the counsel designated in such notice. The following provisions shall then apply:
Appears in 1 contract
Samples: Homeseekers Com Inc
Notice of Proposed Transfer; Opinions of Counsel. Prior to any transfer of any Restricted Securities which are not registered under an effective registration statement under the Securities Act (other than a transfer pursuant to Rule 144, Rule 144A 144 or any comparable rule under such Act), the Holder holder thereof will give written notice to the Company of such Holderholder's intention to effect such transfer and to comply in all other respects with this Section 3.2section 8.2. Each such notice shall (a) shall describe the manner and circumstances of the proposed transfer in sufficient detail to enable counsel to render the opinion opinions referred to below, and (b) shall designate counsel for the Holder holder giving such notice, which notice (who may be in-house counsel shall be reasonably satisfactory to the Companyfor such holder). The Holder holder giving such notice will submit a copy thereof to the counsel designated in such notice. The following provisions shall then apply:
Appears in 1 contract
Notice of Proposed Transfer; Opinions of Counsel. Prior to any transfer of any Restricted Securities which are not registered under an effective registration statement under the Securities Act (other than a transfer pursuant to Rule 144, Rule 144A or any comparable rule under such Act), the Holder thereof will give written notice to the Company of such Holder's intention to effect such transfer and to comply in all other respects with this Section 3.2. Each such notice shall (a) describe the manner and circumstances of the proposed transfer in sufficient detail to enable counsel to render the opinion referred to below, and (b) designate counsel for the Holder giving such notice, which counsel shall be reasonably satisfactory to the Company. The Holder giving such notice will submit a copy thereof to the counsel designated in such notice. The following provisions shall then apply:
Appears in 1 contract
Notice of Proposed Transfer; Opinions of Counsel. Prior to any ------------------------------------------------ transfer of any Restricted Securities which are not registered under an effective registration statement under the Securities Act (other than a transfer pursuant to Rule 144, Rule 144A or any comparable rule under such Act), the Holder holder thereof will give written notice to the Company of such Holderholder's intention to effect such transfer and to comply in all other respects with this Section 3.25.2. Each such notice shall (a) describe the manner and circumstances of the proposed transfer in sufficient detail to enable counsel to render the opinion referred to below, and (b) designate counsel for the Holder holder giving such notice, which counsel shall be reasonably satisfactory to the Company. The Holder holder giving such notice will submit a copy thereof to the counsel designated in such notice. The following provisions shall then apply:
Appears in 1 contract
Samples: Agreement (Americasdoctor Com Inc)