Common use of Removal of Legend and Transfer Restrictions Clause in Contracts

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)

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Removal of Legend and Transfer Restrictions. (a) Any legend endorsed on a certificate pursuant to subsection 3(f) Section 3.1 and the stop transfer instructions with respect to such legend the Award 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 Award 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)available.

Appears in 8 contracts

Samples: Restricted Stock Award Agreement (Steadfast Apartment REIT, Inc.), Restricted Stock Award Agreement (Sila Realty Trust, Inc.), Restricted Stock Award Agreement (Steadfast Apartment REIT, Inc.)

Removal of Legend and Transfer Restrictions. (a) Any legend endorsed on a certificate pursuant to subsection 3(f) Section 3.1 hereof and the stop transfer instructions with respect to such legend the Option Shares shall be removed, removed and the Company Corporation 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 Option Shares are registered under the Securities Act of 1933 and a prospectus meeting the requirements of Section 10 of the Securities Act of 1933 is available or if such holder satisfies the requirements of Rule 144(k)available.

Appears in 8 contracts

Samples: Qualified Stock Option Agreement (Gorges Quik to Fix Foods Inc), Qualified Stock Option Agreement (Gorges Quik to Fix Foods Inc), Non Qualified Stock Option Agreement (Gorges Quik to Fix Foods Inc)

Removal of Legend and Transfer Restrictions. Any legend endorsed on a certificate pursuant to subsection 3(f7.2(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 NoteSecurities, 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 5 contracts

Samples: Common Stock Purchase Agreement (Itec Environmental Group Inc), Common Stock Purchase Agreement (Itec Environmental Group Inc), Asset Purchase Agreement (Imarx Therapeutics 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: Preferred Stock Purchase Agreement (Salon Internet Inc), Preferred Stock Purchase Agreement (Salon Internet Inc), Preferred Stock Purchase Agreement (Salon Internet Inc)

Removal of Legend and Transfer Restrictions. A. Any legend endorsed on a certificate pursuant to subsection 3(f) Section 3.2 and the stop transfer instructions with respect to such legend the Bonus 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 Bonus 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)available.

Appears in 3 contracts

Samples: Employment Agreement (Infocure Corp), Employment Agreement (Infocure Corp), Employment Agreement (Infocure Corp)

Removal of Legend and Transfer Restrictions. (a) Any legend endorsed on a certificate pursuant to subsection 3(f) Section 3.1 hereof and the stop transfer instructions with respect to such legend the Option 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 Option Shares are registered under the Securities Act of 1933, as amended (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)available.

Appears in 3 contracts

Samples: Qualified Stock Option Agreement (Harrys Farmers Market Inc), Qualified Stock Option Agreement (Harrys Farmers Market Inc), Qualified Stock Option Agreement (Harrys Farmers Market 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(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), Preferred Stock Purchase Agreement (Surmodics Inc)

Removal of Legend and Transfer Restrictions. (a) Any legend endorsed on a certificate pursuant to subsection 3(f) Section 3.1 and the stop transfer instructions with respect to such legend the Award Units 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 Award Units 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)available.

Appears in 2 contracts

Samples: Restricted Unit Award Agreement, Restricted Unit Award Agreement (Icg Group, Inc.)

Removal of Legend and Transfer Restrictions. Any legend endorsed on a certificate pursuant to subsection 3(f6.9(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 2 contracts

Samples: 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(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: Preferred Stock Purchase Agreement, Preferred Stock Purchase Agreement (EPAM Systems, 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: Shareholders Agreement (Princeton Video Image Inc), Shareholders Agreement (Princeton Video Image 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: Preferred Stock Purchase Agreement, 3 Preferred Stock Purchase Agreement (EPAM Systems, Inc.)

Removal of Legend and Transfer Restrictions. (a) Any legend or portion of a legend endorsed on a certificate pursuant to subsection 3(f) Section 9.1 hereof and the stop transfer instructions with respect to such legend the Shares shall be removed, removed and the Company shall issue a certificate without such legend or portion thereof to the holder of such Note, Warrant or Conversion Securities thereof 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 at such holder satisfies the requirements of Rule 144(k)other time as such legend is no longer applicable.

Appears in 1 contract

Samples: Shareholders Agreement (Simcala Inc)

Removal of Legend and Transfer Restrictions. Any legend endorsed ------------------------------------------- on a certificate pursuant to subsection 3(f6.9(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 1 contract

Samples: Securities Purchase Agreement (Salon Media Group Inc)

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Removal of Legend and Transfer Restrictions. (a) Any legend endorsed on a certificate pursuant to subsection 3(f) Section 3.1 and the stop transfer instructions with respect to such legend any shares of Common Stock issued in respect of the Deferred Stock Units 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 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)available.

Appears in 1 contract

Samples: Stock Award Agreement (Sila Realty Trust, Inc.)

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: Rights Agreement (Tenera 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

Samples: Common Stock Warrant (Intermolecular Inc)

Removal of Legend and Transfer Restrictions. (a) Any legend endorsed on a certificate pursuant to subsection 3(f) Section 3.2 and the stop transfer instructions with respect to such legend the 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 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)available.

Appears in 1 contract

Samples: Restricted Stock Agreement (Viewlocity Inc)

Removal of Legend and Transfer Restrictions. (a) Any legend endorsed on a certificate pursuant to subsection 3(f) Section 3.2 hereof and the stop transfer instructions with respect to such legend the Option 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 Option Shares are registered under the Securities Act of 1933 and a prospectus meeting the requirements of Section 10 of the Securities Act of 1933 is available or if such holder satisfies the requirements of Rule 144(k)available.

Appears in 1 contract

Samples: Incentive Stock Option Agreement (Quadramed Corp)

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

Samples: Shareholders Agreement (TRIA Beauty, Inc.)

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

Samples: Securities Purchase Agreement (RTS Wireless Inc)

Removal of Legend and Transfer Restrictions. (a) Any legend endorsed on a certificate pursuant to subsection 3(f) Section 3.2 and the stop transfer instructions with respect to such legend the Bonus 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 Bonus 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)available.

Appears in 1 contract

Samples: Restricted Stock Award Agreement (Witness Systems 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

Samples: Unit Purchase Agreement (Aureal Semiconductor Inc)

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)

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