Common use of Reissuance of Securities Clause in Contracts

Reissuance of Securities. The Company shall reissue certificates representing the Securities without the legends set forth in Article 39 below at such time as: (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act if the holder otherwise complies with Rule 144(k); or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with Laurus in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive the representations and information necessary for a Rule 144 sale from Laurus and its broker.

Appears in 2 contracts

Samples: Security and Purchase Agreement (On the Go Healthcare Inc), Security and Purchase Agreement (On the Go Healthcare Inc)

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Reissuance of Securities. The Company shall agrees to reissue certificates representing the Securities without the legends set forth in Article 39 below Section 5.8 above at such time as: (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(b) or Rule 144(k) under the Securities Act if the holder otherwise complies with Rule 144(k)Act; or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with Laurus the Purchasers in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the representations selling Purchaser and information necessary for a Rule 144 sale from Laurus and its broker, if any.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Bio Key International Inc), Securities Purchase Agreement (Bio Key International Inc)

Reissuance of Securities. The Company shall agrees to reissue -------------------------- certificates representing the Securities without the legends set forth in Article 39 below Section 5.8 above at such time as: (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act if the holder otherwise complies with Rule 144(k)Act; or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with Laurus the Purchaser in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the representations Purchaser and information necessary for a Rule 144 sale from Laurus and its broker, if any.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Elec Communications Corp), Securities Purchase Agreement (New Century Energy Corp.)

Reissuance of Securities. The Company shall agrees to reissue certificates representing the Securities without the legends set forth in Article 39 Section 38 below at such time as: (ai) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act if the holder otherwise complies with Rule 144(k)Act; or (bii) upon resale subject to an effective registration statement after such Securities are registered under the Securities ActAct or pursuant to Rule 144(d). The Company agrees to cooperate with Laurus in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive the reasonably requested representations and information necessary for a Rule 144 sale from Laurus and its broker, if any.

Appears in 2 contracts

Samples: Security Agreement (Digital Lifestyles Group Inc), Security Agreement (Digital Lifestyles Group Inc)

Reissuance of Securities. The Company shall agrees to reissue certificates representing the Securities without the legends set forth in Article 39 below Section 4.7 above at such time as: (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(b) or Rule 144(k) under the Securities Act if the holder otherwise complies with Rule 144(k)Act; or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with Laurus the Purchaser in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the representations selling Purchaser and information necessary for a Rule 144 sale from Laurus and its broker, if any.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Bio Key International Inc), Securities Purchase Agreement (Bio Key International Inc)

Reissuance of Securities. The Upon the request of Laurus, Company shall agrees to reissue certificates representing the Securities without the legends set forth in Article 39 Section 37 below at such time as: (ai) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act if the holder otherwise complies with Rule 144(k)Act; or (bii) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with Laurus in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions reasonably necessary to allow such resales provided the Company and its counsel receive the reasonably requested representations and information necessary for a Rule 144 sale from Laurus and its broker, if any.

Appears in 1 contract

Samples: Security Agreement (DSL Net Inc)

Reissuance of Securities. The Company shall agrees to reissue -------------------------- certificates representing the Securities without the legends set forth in Article 39 below Section 5.7 above at such time as: (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act if the holder otherwise complies with Rule 144(k)Act; or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with Laurus the Purchaser in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the representations selling Purchaser and information necessary for a Rule 144 sale from Laurus and its broker, if any.

Appears in 1 contract

Samples: Securities Purchase Agreement (Sequiam Corp)

Reissuance of Securities. The Company shall agrees to reissue certificates representing the Securities without the legends set forth in Article 39 below Section 4.10 above at such time as: (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(d) or Rule 144(k) under the Securities Act if the holder otherwise complies with Rule 144(k)Act; or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with Laurus the Purchasers in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the representations selling Purchaser and information necessary for a Rule 144 sale from Laurus and its broker, if any.

Appears in 1 contract

Samples: Securities Exchange Agreement (Bio Key International Inc)

Reissuance of Securities. The Company shall agrees to reissue certificates representing the Securities without the legends set forth in Article 39 below Section 5.7 above at such time as: (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act if the holder otherwise complies with Rule 144(k)Act; or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with Laurus the Purchasers and Warrant Holders in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the representations selling Purchasers, Warrant Holders and information necessary for a Rule 144 sale from Laurus and its broker, if any.

Appears in 1 contract

Samples: Securities Purchase Agreement (Epixtar Corp)

Reissuance of Securities. The Company shall agrees to reissue certificates representing the Securities Warrant Shares without the legends set forth in Article 39 below Section 7(g) hereof at such time as: (a) i. the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act if the holder otherwise complies with Rule 144(k)Act; or (b) ii. upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with Laurus the Purchaser in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the representations Purchaser and information necessary for a Rule 144 sale from Laurus and its broker, if any.

Appears in 1 contract

Samples: Registration Rights Agreement (Miscor Group, Ltd.)

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Reissuance of Securities. The Each Company shall agrees to reissue certificates representing the Securities applicable Warrant or Warrant Shares, as applicable, without the legends set forth in Article 39 below Section 5.8 above at such time as: (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act if the holder otherwise complies with Rule 144(k)Act; or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Each Company agrees to cooperate with Laurus the Purchasers in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the applicable Company and its counsel receive reasonably requested representations from the representations Purchasers and information necessary for a Rule 144 sale from Laurus and its broker, if any.

Appears in 1 contract

Samples: Securities Purchase Agreement (True North Energy CORP)

Reissuance of Securities. The Company shall reissue certificates representing the Securities without the legends set forth in Article 39 below Section 4.8 above at such time as: (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act if the holder otherwise complies with Rule 144(k)Act; or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act or resale in accordance with Rule 144 under the Securities Act. The Company agrees to cooperate with Laurus the Purchasers in connection with all resales of any of the Securities pursuant to Rule 144(d) and Rule 144(k) 144, and provide legal opinions (at the Company’s expense) necessary to allow such resales resales, provided the Company and its counsel receive reasonably requested representations from the representations and information necessary for a Rule 144 sale from Laurus selling Purchaser and its brokerbroker(s), if any.

Appears in 1 contract

Samples: Securities Purchase Agreement (X-Change Corp)

Reissuance of Securities. The Company shall agrees to reissue certificates representing the Securities without the legends set forth in Article 39 below Section 5.8 above at such time as: (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act if the holder otherwise complies with Rule 144(k)Act; or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with Laurus the Purchaser in connection with all resales pursuant to Rule 144(d) and Rule 144(k) ), to the extent the request is valid and the exemptions are available, and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the representations Purchaser and information necessary for a Rule 144 sale from Laurus and its brokerbroker if any.

Appears in 1 contract

Samples: Securities Purchase Agreement (Apogee Technology Inc)

Reissuance of Securities. Reissuance of Securities." \f C \l "2" The Company shall agrees to reissue certificates representing the Securities without the legends set forth in Article 39 below Section 5.7 above at such time as: as (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act if the holder otherwise complies with Rule 144(k); or Act, or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with Laurus the Purchaser in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the representations selling Purchaser and information necessary for a Rule 144 sale from Laurus and its broker, if any.

Appears in 1 contract

Samples: Securities Purchase Agreement (Metropolitan Health Networks Inc)

Reissuance of Securities. The Company shall agrees to reissue certificates representing the Securities without the legends set forth in Article 39 below Section 5.8 above at such time as: (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act if the holder otherwise complies with Rule 144(k)upon request of such holder; or (b) upon request of such holder upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with Laurus the Purchaser in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the representations selling Purchaser and information necessary for a Rule 144 sale from Laurus and its broker, if any.

Appears in 1 contract

Samples: Securities Purchase Agreement (Axeda Systems Inc)

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