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 Section 7.1 of this Agreement and the stop transfer instructions with respect to the Shares represented by such certificate shall be removed and Issuer shall issue a certificate without such legend to the holder of such Shares if (a) such Shares are registered under the Act and a prospectus meeting the requirements of Section 10 of the Act is available, (b) such holder provides to Issuer (i) an opinion of counsel for such holder of such Shares reasonably satisfactory to Issuer, or (ii) a no-action letter or interpretive opinion of the staff of the Securities and Exchange Commission to the effect that a public sale, transfer or assignment of such Shares may be made without registration and without compliance with any restriction such as Rule 144, or (c) the above requirements are waived by Issuer.

Removal of Legends and Transfer Restrictions. The legend -------------------------------------------- relating to the Securities Act endorsed on a stock certificate pursuant to Section 7.1 paragraph 5.2(a) of this Agreement and the stop transfer instructions with respect to the Shares Securities represented by such certificate shall be removed and Issuer the Company shall issue a certificate without such legend to the holder of such Shares Securities if (a) such Shares Securities are registered under the Act and a prospectus meeting the requirements of Section 10 of the Act is available, (b) available or if such holder provides to Issuer (i) the Company an opinion of counsel for such holder of such Shares the Securities reasonably satisfactory to Issuerthe Company, or (ii) a no-action letter or interpretive opinion of the staff of the Securities and Exchange Commission (the "Commission") to the effect that a public sale, transfer or assignment of such Shares Securities may be made without registration restriction and without compliance with any restriction such as Rule 144, or (c) the above requirements are waived by Issuer.

Removal of Legends and Transfer Restrictions. The legend -------------------------------------------- relating to the Securities Act endorsed on a stock certificate pursuant to Section 7.1 paragraph 5.2(a) of this the Agreement and the stop transfer instructions with respect to the Shares Securities represented by such certificate shall be removed and Issuer the Company shall issue a certificate without such legend to the holder of such Shares Securities if (a) such Shares Securities are registered under the Act and a prospectus meeting the requirements of Section 10 of the Act is available, (b) available or if such holder provides to Issuer (i) the Company an opinion of counsel for such holder of such Shares the Securities reasonably satisfactory to Issuerthe Company, or (ii) a no-action letter or interpretive opinion of the staff of the Securities and Exchange Commission (the "Commission") to the effect that a public sale, transfer or assignment of such Shares Securities may be made without registration restriction and without compliance with any restriction such as Rule 144, or (c) the above requirements are waived by Issuer.

Removal of Legends and Transfer Restrictions. The legend relating to the 1933 Act endorsed on a stock certificate or other instrument pursuant to Section 7.1 paragraph 9.3 of this Agreement and the stop transfer instructions with respect to the Shares Securities represented by such certificate or instrument shall be removed and Issuer the Company shall issue a certificate or instrument without such legend to the holder of such Shares Securities if (a) such Shares Securities are registered under the Act and a prospectus meeting the requirements of Section 10 of the 1933 Act is available, (b) available or if such holder provides to Issuer (i) the Company an opinion of counsel for such holder of such Shares the Securities reasonably satisfactory to Issuerthe Company, or (ii) a no-action letter or interpretive opinion of the staff of the Securities and Exchange Commission to the effect that a public sale, transfer or assignment of such Shares Securities may be made without registration and without compliance with any restriction such as Rule 144, or (c) the above requirements are waived by Issuer.

Removal of Legends and Transfer Restrictions. The legend -------------------------------------------- relating to the Act endorsed on the Warrant or a stock certificate pursuant to Section 7.1 of this Agreement 2.2 and the stop transfer instructions with respect to the Warrant or the Shares represented by such certificate shall be removed and Issuer the Company shall issue a certificate without such legend to the holder of the Warrant or such Shares if (a) such Shares are registered under the Act and a prospectus meeting the requirements of Section 10 of the Act is available, (b) or if such holder provides to Issuer (i) the Company an opinion of counsel for such holder of such the Warrant or the Shares reasonably satisfactory to Issuer, the Company or (ii) a no-action letter or interpretive opinion of the staff of the Securities and Exchange Commission SEC to the effect that a public sale, transfer or assignment of such Shares may be made without registration and without compliance with any restriction such as Rule 144, or (c) the above requirements are waived by Issuer.