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

Removal of Legends and Transfer Restrictions. The legend relating to the Act endorsed on a stock certificate pursuant to paragraph 4(b) of this Agreement and the stop transfer instructions with respect to such Securities shall be removed and the Company shall issue a stock certificate without such legend to the holder of such Securities if such Shares are registered under the Act and a prospectus meeting the requirements of Section 10 of the Act is available, or if such holder provides to the Company an opinion of counsel for such holder of the Shares or Note reasonably satisfactory to the Company or a no-action letter or interpretive opinion of the staff of the Commission to the effect that a public sale, transfer or assignment of such Shares or Note may be made without registration and without compliance with any restriction such as Rule 144. Any legend imposed by state securities laws will be removed if the state agency imposing such legend has consented to its removal.

Appears in 13 contracts

Samples: Common Stock and Warrant Purchase Agreement (Cavitation Technologies, Inc.), Common Stock and Warrant Purchase Agreement (Cavitation Technologies, Inc.), Common Stock and Warrant Purchase Agreement (Cavitation Technologies, Inc.)

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Removal of Legends and Transfer Restrictions. The legend relating to the Act endorsed on a stock certificate pursuant to paragraph 4(b) of this Agreement and the stop transfer instructions with respect to such Securities Common Stock shall be removed and the Company shall issue a stock certificate without such legend to the holder of such Securities Common Stock if such Shares are registered under the Act and a prospectus meeting the requirements of Section 10 of the Act is available, or if such holder provides to the Company an opinion of counsel for such holder of the Shares or Note reasonably satisfactory to the Company or a no-action letter or interpretive opinion of the staff of the Commission to the effect that a public sale, transfer or assignment of such Shares or Note may be made without registration and without compliance with any restriction such as Rule 144. Any legend imposed by state securities laws will be removed if the state agency imposing such legend has consented to its removal.

Appears in 12 contracts

Samples: Common Stock Purchase Agreement (Ilustrato Pictures International Inc.), Common Stock Purchase Agreement (Ilustrato Pictures International Inc.), Common Stock Purchase Agreement (Samsara Luggage, Inc.)

Removal of Legends and Transfer Restrictions. The legend relating to the Act endorsed on a stock certificate pursuant to paragraph 4(b) of this Agreement and the stop transfer instructions instruc­tions with respect to such Securities shall be removed and the Company shall issue a stock certificate without such legend to the holder of such Securities if such Shares are registered regis­tered under the Act and a prospectus meeting the requirements of Section 10 of the Act is available, or if such holder provides to the Company an opinion of counsel for such holder of the Shares or Note reasonably satisfactory to the Company or a no-action letter or interpretive opinion of the staff of the Commission to the effect that a public sale, transfer or assignment of such Shares or Note may be made without registration and without compliance with any restriction restric­tion such as Rule 144. Any legend imposed by state securities laws will be removed if the state agency imposing such legend has consented to its removal.

Appears in 3 contracts

Samples: Common Stock Purchase Agreement (Worthington Energy, Inc.), Common Stock and Warrant Purchase Agreement (Worthington Energy, Inc.), Common Stock and Warrant Purchase Agreement (Worthington Energy, Inc.)

Removal of Legends and Transfer Restrictions. The legend relating to the Act endorsed on a stock certificate or Note pursuant to paragraph 4(b3(b) of this Agreement and the stop transfer instructions instruc­tions with respect to such Securities shall be removed and the Company shall issue a stock certificate or Note without such legend to the holder of such Securities if such Shares or Note are registered regis­tered under the Act and a prospectus meeting the requirements of Section 10 of the Act is available, or if such holder provides to the Company an opinion of counsel for such holder of the Shares or Note reasonably satisfactory to the Company or a no-action letter or interpretive opinion of the staff of the Commission to the effect that a public sale, transfer or assignment of such Shares or Note may be made without registration and without compliance with any restriction restric­tion such as Rule 144. Any legend imposed by state securities laws will be removed if the state agency imposing such legend has consented to its removal.

Appears in 2 contracts

Samples: Note and Warrant Purchase Agreement (Worthington Energy, Inc.), Note and Warrant Purchase Agreement (Worthington Energy, Inc.)

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Removal of Legends and Transfer Restrictions. The legend relating to the Act Act. endorsed on a stock certificate pursuant to paragraph 4(b) of this Agreement and the stop transfer instructions with respect to such Securities Common Stock shall be removed and the Company shall issue a stock certificate without such legend to the holder of such Securities Common Stock if such Shares are registered under the Act and a prospectus meeting the requirements of Section 10 of the Act is available, or if such holder provides to the Company an opinion of counsel for such holder of the Shares or Note reasonably satisfactory to the Company or a no-action letter or interpretive opinion of the staff of the Commission to the effect that a public sale, transfer or assignment of such Shares or Note may be made without registration and without compliance with any restriction such as Rule 144. Any legend imposed by state securities laws will be removed if the state agency imposing such legend has consented to its removal.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Ilustrato Pictures International Inc.)

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