Common use of Notice of Proposed Transfer; Registration Not Required Clause in Contracts

Notice of Proposed Transfer; Registration Not Required. The Holder of each Note or any Conversion Shares, by acceptance thereof, agrees to give prior written notice to the Company of the Holder's intention to transfer the Note or such Conversion Shares (or any portion thereof), describing briefly the manner and circumstances of the proposed transfer, together with an opinion of counsel to the effect that the proposed transfer may be effected without registration or qualification under any federal or state law. Unless the Company shall have received an opinion from counsel to the Company (which opinion shall be obtained by the Company not more than ten days after notice of a proposed transfer) that the proposed transfer may not be effected without registration or qualification under federal or state law, the Holder shall be entitled to transfer the Note or such Conversion Shares, all in accordance with the terms of the notice delivered by the Holder to the Company. All fees and expenses of counsel for the Company in connection with the rendition of the opinion provided for in this Section 7.3 shall be paid by the Company.

Notice of Proposed Transfer; Registration Not Required. The Holder of each Note or any Conversion Shares, by acceptance thereof, agrees to give prior written notice to the Company of the Holdersuch Hxxxxx's intention to transfer the such Note or such Conversion Shares (or any portion thereof), describing briefly the manner and circumstances of the proposed transfer, together with an opinion of counsel to the effect that the proposed transfer may be effected without registration or qualification under any federal or state law. Unless the Company shall have received an opinion from counsel to the Company (which opinion shall be obtained by the Company not more than ten days after notice of a proposed transfer) that the proposed transfer may not be effected without registration or qualification under federal or state law, the such Holder shall be entitled to transfer the such Note or such Conversion Shares, all in accordance with the terms of the notice delivered by the Holder such holder to the Company. All fees and expenses of counsel for the Company in connection with the rendition of the opinion provided for in this Section 7.3 shall be paid by the Company.

Notice of Proposed Transfer; Registration Not Required. The Holder of each Note or any Conversion Shares, by acceptance thereof, agrees to give prior written notice to the Company of the such Holder's intention to transfer the such Note or such Conversion Shares (or any portion thereof), describing briefly the manner and circumstances of the proposed transfer, together with an opinion of counsel to the effect that the proposed transfer may be effected without registration or qualification under any federal or state law. Unless the Company shall have received an opinion from counsel to the Company (which opinion shall be obtained by the Company not more than ten days after notice of a proposed transfer) that the proposed transfer may not be effected without registration or qualification under federal or state law, the such Holder shall be entitled to transfer the such Note or such Conversion Shares, all in accordance with the terms of the notice delivered by the Holder such holder to the Company. All fees and expenses of counsel for the Company in connection with the rendition of the opinion provided for in this Section 7.3 shall be paid by the Company.. 20

Notice of Proposed Transfer; Registration Not Required. The Holder of each Note or any Conversion Shares, by acceptance thereof, agrees to give prior written notice to the Company of the such Holder's intention to transfer the such Note or such Conversion Shares (or any portion thereof), describing briefly the manner and circumstances of the proposed transfer, together with an opinion of counsel to the effect that the proposed transfer may be effected without registration or qualification under any federal or state law. Unless the Company shall have received an opinion from counsel to the Company (which opinion shall be obtained by the Company not more than ten days after notice of a proposed transfer) that the proposed transfer may not be effected without registration or qualification under federal or state law, the such Holder shall be entitled to transfer the such Note or such Conversion Shares, all in accordance with the terms of the notice delivered by the Holder such holder to the Company. All fees and expenses of counsel for the Company in connection with the rendition of the opinion provided for in this Section 7.3 shall be paid by the Company.