Common use of Notice of Restrictions Clause in Contracts

Notice of Restrictions. Participant is hereby notified and acknowledges that: (a) The offering and sale of the Class C Units have not been registered under the Securities Act of 1933, as amended (the “Securities Act”). Any transfer of such securities will be invalid unless a Registration Statement under the Securities Act is in effect as to such transfer or in the opinion of counsel for the Company such registration is unnecessary in order for such transfer to comply with the Securities Act. (b) The Class C Units are subject to forfeiture, a right of repurchase and to transferability and other restrictions as set forth in this Agreement and the LLC Agreement, in each case, as may be amended, supplemented or modified from time to time, and such securities may not be sold or otherwise transferred except pursuant to the provisions of such documents.

Appears in 6 contracts

Samples: Class C Profits Interest Agreement (Hard Rock Hotel Holdings, LLC), Class C Profits Interest Agreement (Hard Rock Hotel Holdings, LLC), Class C Profits Interest Agreement (Hard Rock Hotel Holdings, LLC)

AutoNDA by SimpleDocs

Notice of Restrictions. Participant is hereby notified and acknowledges that: (a) The offering and sale of the Class C Incentive Units have not been registered under the Securities Act of 1933, as amended (the “Securities Act”). Any transfer of such securities will be invalid unless a Registration Statement under the Securities Act is in effect as to such transfer or in the opinion of counsel for the Company such registration is unnecessary in order for such transfer to comply with the Securities Act. (b) The Class C Incentive Units are subject to forfeiture, a right of repurchase and to transferability and other restrictions as set forth in this Agreement and the LLC Agreement, in each case, as may be amended, supplemented or modified from time to time, and such securities may not be sold or otherwise transferred except pursuant to the provisions of such documents.

Appears in 1 contract

Samples: Class C Incentive Unit Agreement (Cadence Bancorporation)

AutoNDA by SimpleDocs
Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!