Common use of Notice of Proposed Transfers Clause in Contracts

Notice of Proposed Transfers. The holder of each certificate representing Restricted Securities, by acceptance thereof, agrees to comply in all respects with the provisions of this Section 1. Prior to any proposed sale, assignment, transfer or pledge of any Restricted Securities, unless there is in effect a registration statement under the Securities Act covering the proposed transfer, the holder thereof shall give written notice to the Company of such holder's intention to effect such transfer, sale, assignment or pledge. Each such notice shall describe the manner and circumstances of the proposed transfer, sale, assignment or pledge in sufficient detail, and shall be accompanied at such holder's expense by either (i) an unqualified written opinion of legal counsel who shall be, and whose legal opinion shall be, reasonably satisfactory to the Company, addressed to the Company, to the effect that the proposed transfer of the Restricted Securities may be effected without registration under the Securities Act, (ii) a "no action" letter from the Commission to the effect that the transfer of such securities without registration will not result in a recommendation

Notice of Proposed Transfers. The holder of each certificate representing Restricted Securities, Registrable Securities (as defined below) by acceptance thereof, thereof agrees to comply in all respects with the provisions of this Section 11.2. Prior to any proposed sale, assignment, transfer or pledge of any Restricted Registrable Securities, unless there is in effect a registration statement under the Securities 1933 Act covering the proposed transfer, the holder thereof shall give written notice to the Company of such holder's ’s intention to effect such transfer, sale, assignment or pledge. Each such notice shall describe the manner and circumstances of the proposed transfer, sale, assignment or pledge in sufficient detail, and shall be accompanied at such holder's ’s expense by either (i) an unqualified a written opinion of legal counsel who shall beshall, and whose legal opinion shall beshall, be reasonably satisfactory to the Company, Company addressed to the Company, to the effect that the proposed transfer of the Restricted Registrable Securities may be effected without registration under the 1933 Act. Each certificate evidencing the Registrable Securities Acttransferred as above provided shall bear, (ii) a "no action" letter from except if such transfer is made pursuant to Rule 144, the Commission to the effect that the transfer of such securities without registration will not result appropriate restrictive legend set forth in a recommendationSection 1.1 above, except that

Notice of Proposed Transfers. The holder of each certificate ---------------------------- representing Restricted Securities, by acceptance thereof, agrees to comply in all respects with the provisions of this Section 1. Prior to any proposed sale, assignment, transfer or pledge of any Restricted Securities, unless there is in effect a registration statement under the Securities Act covering the proposed transfer, the holder thereof shall give written notice to the Company of such holder's intention to effect such transfer, sale, assignment or pledge. Each such notice shall describe the manner and circumstances of the proposed transfer, sale, assignment or pledge in sufficient detail, and shall be accompanied at such holder's expense by either (i) an unqualified written opinion of legal counsel who shall beshall, and whose legal opinion shall be, reasonably satisfactory to the Company, addressed to the Company, to the effect that the proposed transfer of the Restricted Securities may be effected without registration under the Securities Act, or (ii) a "no action" letter from the Commission to the effect that the transfer of such securities without registration will not result in a recommendationregistration

Notice of Proposed Transfers. The holder of each certificate ---------------------------- representing Restricted Securities, by acceptance thereof, agrees to comply in all respects with the provisions of this Section 1. Prior to any proposed sale, assignment, transfer or pledge of any Restricted Securities, unless there is in effect a registration statement under the Securities Act covering the proposed transfer, the holder thereof shall give written notice to the Company of such holder's intention to effect such transfer, sale, assignment or pledge. Each such notice shall describe the manner and circumstances of the proposed transfer, sale, assignment or pledge in sufficient detail, and shall be accompanied at such holder's expense by either (i) an unqualified written opinion of legal counsel who shall beshall, and whose legal opinion shall be, reasonably satisfactory to the Company, addressed to the Company, to the effect that the proposed transfer of the Restricted Securities may be effected without registration under the Securities Act, or (ii) a "no action" letter from the Commission to the effect that the transfer of such securities without registration will not result in a recommendationrecommendation by the staff of the Commission that action be

Notice of Proposed Transfers. The holder of each certificate representing Restricted Securities, by acceptance thereof, Investor hereby agrees to comply ---------------------------- in all respects with the provisions of Section 7 of this Agreement. Subject to the provisions of Section 1. Prior 7.4, prior to any proposed sale, assignment, transfer or pledge of any Restricted Securitiessecurities required to bear the legend set forth in Section 7.2, unless there is in effect a registration statement under the Securities Act covering the proposed transfer, the holder thereof shall give written notice to the Company of such holder's intention to effect such transfer, sale, assignment or pledge. Each such notice shall describe the manner and circumstances of the proposed transfer, sale, assignment or pledge in sufficient detail, and shall be accompanied at such holder's expense by either (i) an unqualified a written opinion of legal counsel who shall beshall, and whose legal opinion shall beshall, be reasonably satisfactory to the Company, addressed to the Company, to the effect that the proposed transfer of the Restricted Securities such securities may be effected without registration under the Securities Act, or (ii) a "no action" letter from the Commission to the effect that the transfer of such securities without registration will not result in a recommendationrecommendation by the staff of the Commission that action be taken with respect thereto, whereupon the holder of such securities shall be entitled to

Notice of Proposed Transfers. The holder Holder of each certificate certificates representing Restricted Securities, Securities by acceptance thereof, thereof agrees to comply in all respects with the provisions of this Section 19.4. Prior to any proposed sale, assignment, transfer or pledge of any Restricted Securities, unless there is in effect a registration statement under the Securities Act covering the proposed transfer, the holder Holder thereof shall give given written notice to the Company of such holderHolder's intention to effect such transfer, sale, assignment or pledge. Each such notice shall describe the manner and circumstances of the proposed transfer, sale, assignment or pledge in sufficient detail, and shall be accompanied accomplished at such holderHolder's expense by either (i) an unqualified written opinion of legal counsel who shall be, and whose legal opinion shall be, reasonably satisfactory to the CompanyCompany and its legal counsel, addressed to the Company, to the effect that the proposed transfer of the Restricted Securities may be effected without registration under the Securities Act, or (ii) a "no action" letter from the Commission to the effect that the transfer of such securities without registration will not result in a recommendationsecurities

Notice of Proposed Transfers. The holder of each certificate ---------------------------- representing Restricted Securities, by acceptance thereof, agrees to comply in all respects with the provisions of this Section 12. Prior to any proposed sale, assignment, transfer or pledge of any Restricted Securities, unless there is in effect a registration statement under the Securities Act covering the proposed transfer, the holder thereof shall give written notice to the Company of such holder's intention to effect such transfer, sale, assignment or pledge. Each such notice shall describe the manner and circumstances of the proposed transfer, sale, assignment or pledge in sufficient detail, and shall be accompanied at such holder's expense by either (ia) an unqualified written opinion of legal counsel who shall beshall, and whose legal opinion shall be, reasonably satisfactory to the Company, addressed to the Company, to the effect that the proposed transfer of the Restricted Securities may be effected without registration under the Securities Act, or (iib) a "no action" letter from the Commission to the effect that the transfer of such securities without registration will not result in a recommendationthe