Removal of Legend and Transfer Restrictions. Any legend endorsed on a certificate pursuant to subsection 3(f) and the stop transfer instructions with respect to such legend shall be removed, and the Company shall issue a certificate without such legend to the holder of such Note, Warrant or Conversion Securities if such Note, Warrant or Conversion Securities are registered under the Securities Act and a prospectus meeting the requirements of Section 10 of the Securities Act is available or if such holder satisfies the requirements of Rule 144(k).
Appears in 22 contracts
Samples: Note and Warrant Purchase Agreement (Salon Media Group Inc), Note and Warrant Purchase Agreement (Salon Media Group Inc), Note and Warrant Purchase Agreement (Salon Media Group Inc)
Removal of Legend and Transfer Restrictions. Any legend endorsed on a certificate pursuant to subsection 3(f) 4.3 and the stop transfer instructions with respect to such legend Shares shall be removed, removed and the Company shall issue a certificate without such legend to the holder of such Note, Warrant or Conversion Securities thereof if such Note, Warrant or Conversion Securities are registered legend may be properly removed under the terms of Rule 144 promulgated under the Securities Act and a prospectus meeting the requirements of Section 10 of the Securities Act is available or if such holder satisfies provides the requirements Company with an opinion of Rule 144(k)counsel for such holder, reasonably satisfactory to legal counsel for the Company, to the effect that a sale, transfer or assignment of such Shares may be made without registration.
Appears in 4 contracts
Samples: Common Stock Purchase Agreement (Equity One, Inc.), Common Stock Purchase Agreement (Equity One, Inc.), Common Stock Purchase Agreement (Equity One, Inc.)
Removal of Legend and Transfer Restrictions. Any legend endorsed on a certificate pursuant to subsection 3(f) Section 5.5 and the stop transfer instructions with respect to such legend legended Securities shall be removed, and the Company shall issue a certificate without such legend to the holder of such Note, Warrant or Conversion Securities if such Note, Warrant or Conversion Securities are registered under the Securities Act and a prospectus meeting the requirements of Section 10 of the Securities Act is available or if such holder satisfies the requirements of Rule 144(k).
Appears in 3 contracts
Samples: Purchase Agreement (Salon Media Group Inc), Purchase Agreement (Salon Media Group Inc), Purchase Agreement (Salon Media Group Inc)
Removal of Legend and Transfer Restrictions. Any legend endorsed on a certificate pursuant to subsection 3(f5.9(1) and the stop transfer instructions with respect to such legend Shares shall be removed, and the Company shall issue a certificate without such legend to the holder of such Note, Warrant or Conversion Securities Shares if such Note, Warrant or Conversion Securities Shares are registered under the Securities Act and a prospectus meeting the requirements of Section 10 of the Securities Act is available or if such holder satisfies the requirements of Rule 144(k).
Appears in 3 contracts
Samples: Securities Purchase Agreement (Salon Media Group Inc), Securities Purchase Agreement (Salon Media Group Inc), Securities Purchase Agreement (Salon Media Group Inc)
Removal of Legend and Transfer Restrictions. Any legend endorsed ------------------------------------------- on a certificate pursuant to subsection 3(f4.2(a) and the stop transfer instructions with respect to such legend legended Securities shall be removed, and the Company shall issue a certificate without such legend to the holder of such Note, Warrant or Conversion Securities if such Note, Warrant or Conversion Securities are registered under the Securities Act and a prospectus meeting the requirements of Section 10 of the Securities Act is available or if such holder satisfies the requirements of Rule 144(k).
Appears in 3 contracts
Samples: Series a Preferred Stock Purchase Agreement (Salon Internet Inc), Series C Preferred Stock Purchase Agreement (Salon Internet Inc), Series B Preferred Stock Purchase Agreement (Salon Internet Inc)
Removal of Legend and Transfer Restrictions. Any legend endorsed on a certificate pursuant to subsection 3(fSection 8.2(a) and the stop transfer instructions with respect to such legend legended Shares shall be removed, and the Company shall issue a certificate without such legend to the holder of such NoteShares, Warrant or Conversion Securities if such Note, Warrant or Conversion Securities Shares are registered under the Securities Act and a prospectus meeting the requirements of Section 10 of the Securities Act is available or if such holder satisfies the requirements of Rule 144(k).
Appears in 2 contracts
Samples: Series a 2 Preferred Stock Purchase Agreement, Series a 2 Preferred Stock Purchase Agreement (EPAM Systems, Inc.)
Removal of Legend and Transfer Restrictions. Any legend endorsed on a certificate pursuant to subsection 3(f) Sections 5.1 and 5.3 and the stop transfer instructions with respect to such legend legended securities shall be removed, and the Company shall issue a certificate without such legend to the holder of such Notesecurities, Warrant or Conversion Securities if such Note, Warrant or Conversion Securities securities are registered under the Securities Act and a prospectus meeting the requirements of Section 10 of the Securities Act is available with respect to such Securities (or securities into which they have been converted) or if such holder satisfies the requirements of Rule 144(k)144.
Appears in 2 contracts
Samples: Note Purchase Agreement (Tivic Health Systems, Inc.), Note Purchase Agreement (Tivic Health Systems, Inc.)
Removal of Legend and Transfer Restrictions. Any legend endorsed on a certificate pursuant to subsection 3(fSection 8.2(a) and the stop transfer instructions with respect to such legend legended Shares shall be removed, and the Company shall issue a certificate without such legend to the holder of such NoteShares, Warrant or Conversion Securities if such Note, Warrant or Conversion Securities Shares are registered under the Securities Act and a prospectus meeting the requirements of Section 10 of the Securities Act is available or if such holder satisfies the requirements of Rule 144(k144(b)(1).
Appears in 2 contracts
Samples: Series a 3 Preferred Stock Purchase Agreement, Series a 3 Preferred Stock Purchase Agreement (EPAM Systems, Inc.)
Removal of Legend and Transfer Restrictions. Any legend endorsed on a certificate pursuant to subsection 3(f5.2(a) and the stop transfer instructions with respect to such legend legended Securities shall be removed, and the Company shall issue a certificate without such legend to the holder of such Note, Warrant or Conversion Securities if such Note, Warrant or Conversion Securities are registered under the Securities Act and a prospectus meeting the requirements of Section 10 of the Securities Act is available or if such holder satisfies the requirements of Rule 144(k).
Appears in 2 contracts
Samples: Exchange Agreement (Select Media Communications Inc), Series C Preferred Stock Purchase Agreement (Surmodics Inc)
Removal of Legend and Transfer Restrictions. Any legend endorsed on a certificate pursuant to subsection 3(f4.2(a) and the stop transfer instructions with respect to such legend legended Securities shall be removed, removed and the Company shall issue a certificate without such legend to the holder of such Note, Warrant or Conversion Securities if such Note, Warrant or Conversion Securities are registered under the Securities Act and a prospectus meeting the requirements of Section 10 of the Securities Act is available or if such holder satisfies the requirements of Rule 144(k).
Appears in 2 contracts
Samples: Stock and Warrant Purchase Agreement (Princeton Video Image Inc), Stock and Warrant Purchase Agreement (Princeton Video Image Inc)
Removal of Legend and Transfer Restrictions. Any legend endorsed on a certificate or other instrument pursuant to subsection 3(f4.2(a) and 4.2(b) and the stop transfer instructions with respect to such legend legended securities shall be removed, and the Company shall issue a certificate without such legend to the holder of such Note, Warrant or Conversion Securities securities if such Note, Warrant or Conversion Securities securities are registered under the Securities Act and a prospectus meeting the requirements of Section 10 of the Securities Act is available or if such holder satisfies the requirements of Rule 144(k).) and, where reasonably deemed necessary by the Company, the holder provides the Company with an
Appears in 1 contract
Removal of Legend and Transfer Restrictions. Any legend endorsed on a certificate pursuant to subsection 3(fSection 4.2(a) and the stop transfer instructions with respect to such legend Securities shall be removed, removed and the Company shall issue a certificate without such legend to the holder of such Note, Warrant or Conversion Securities thereof (a) if such Note, Warrant or Conversion Securities are registered under the Securities Act and a prospectus meeting the requirements of Section 10 of the Securities Act is available or available, (b) if such holder satisfies legend may be properly removed under the requirements terms of Rule 144(k).144 promulgated under the Securities Act, or
Appears in 1 contract
Removal of Legend and Transfer Restrictions. Any legend endorsed on a certificate pursuant to subsection 3(fSections 6.1(a) and (b) and the stop transfer instructions with respect to such legend legended securities shall be removed, and the Company shall issue a certificate without such legend to the holder of such Notesecurities, Warrant or Conversion Securities if such Note, Warrant or Conversion Securities securities are registered under the Securities Act and a prospectus meeting the requirements of Section 10 of the Securities Act is available with respect to such Shares or if such holder satisfies the requirements of Rule 144(k)144.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Neuropathix, Inc.)
Removal of Legend and Transfer Restrictions. Any legend endorsed on a certificate pursuant to subsection 3(f2.13(a)(i) and the stop transfer instructions with respect to such legend legended Registrable Securities shall be removed, and the Company shall issue a certificate without such legend to the holder of such NoteSecurities, Warrant or Conversion Securities if such Note, Warrant or Conversion Registrable Securities are registered under the Securities Act and a prospectus meeting the requirements of Section 10 of the Securities Act is available or if such holder satisfies the requirements of Rule 144(k).
Appears in 1 contract
Removal of Legend and Transfer Restrictions. Any legend endorsed on a certificate pursuant to subsection 3(fSection 6.6, Subsection 9.2(a) and the stop transfer instructions with respect to such legend legended Shares shall be removed, and the Company Issuer shall issue a certificate without such legend to the holder of such NoteShares, Warrant or Conversion Securities if such Note, Warrant or Conversion Securities Shares are registered under the Securities Act and a prospectus meeting the requirements of Section 10 of the Securities Act is available or if such holder satisfies the requirements of Rule 144(k144(b)(1).
Appears in 1 contract
Samples: Securities Purchase Agreement (Lumentum Holdings Inc.)
Removal of Legend and Transfer Restrictions. Any The legend relating to the Act endorsed on a certificate pursuant to subsection 3(fSection 3(b) above and the stop transfer instructions with respect to the Securities represented by such legend certificate shall be removed, removed and the Company shall issue a certificate without such legend to the holder Holder of such Note, Warrant or Conversion the Securities if such Note, Warrant or Conversion (i) the Securities are registered under the Securities Act and a prospectus meeting the requirements of Section 10 of the Securities Act is available or if such holder satisfies (ii) the requirements of Rule 144(k)Holder complies with Section 4 below.
Appears in 1 contract
Removal of Legend and Transfer Restrictions. Any legend endorsed on a certificate pursuant to subsection 3(f) 2.4 and the any stop transfer instructions with respect to such legend Securities shall be removed, removed and the Company shall issue a certificate without such legend to the holder of such Note, Warrant or Conversion Securities thereof if such Note, Warrant or Conversion Securities are registered legend may be properly removed under the terms of Rule 144 promulgated under the Securities Act and a prospectus meeting the requirements of Section 10 of the Securities Act is available or if such holder satisfies provides the requirements Company with an opinion of Rule 144(k)counsel for such holder, reasonably satisfactory to legal counsel for the Company, to the effect that a sale, transfer or assignment of such Securities may be made without registration.
Appears in 1 contract
Samples: Stock Purchase Agreement (International Cosmetics Marketing Co)
Removal of Legend and Transfer Restrictions. Any legend endorsed on a certificate pursuant to subsection 3(f) Section 7.2 and the stop transfer instructions with respect to such legend legended Securities shall be removed, and the Company shall issue a certificate without such legend to the holder of such Note, Warrant or Conversion Securities if such Note, Warrant or Conversion Securities are registered under the Securities Act and a prospectus meeting the requirements of Section 10 of the Securities Act is available or if such holder satisfies the requirements of Rule 144(k).
Appears in 1 contract
Samples: Series C Preferred Stock Purchase Agreement (Tenera Inc)