Common use of REMOVAL OF SECURITIES ACT TRANSFER RESTRICTIONS Clause in Contracts

REMOVAL OF SECURITIES ACT TRANSFER RESTRICTIONS. Any legend endorsed on a certificate evidencing a Security pursuant to SECTION 4.2(C)(I) hereof and the stop transfer instructions and record notations with respect to such Security shall be removed and the Company shall issue a certificate without such legend to the Holder of such Security (a) if such Security is registered under the Securities Act, (b) if such Security may be sold under Rule 144(k) of the Commission under the Securities Act or (c) if the Holder provides the Company with an opinion of counsel (which may be counsel for the Company) reasonably acceptable to the Company to the effect that a sale or transfer of such Security may be made without registration under the Securities Act.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Telehublink Corp), Securities Purchase Agreement (Cornstein David B)

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REMOVAL OF SECURITIES ACT TRANSFER RESTRICTIONS. Any legend endorsed on a certificate evidencing a Security pursuant to SECTION 4.2(C)(ISection 4.2(c)(i) hereof and the stop transfer instructions and record notations with respect to such Security shall be removed and the Company shall issue a certificate without such legend to the Holder of such Security (a) if such Security is registered under the Securities Act, or (b) if such Security may be sold under Rule 144(k) of the Commission under the Securities Act or (c) if the Holder provides the Company with an opinion of counsel expert in federal and state securities laws (which may be counsel for the Company) in form and substance reasonably acceptable to the Company and its counsel to the effect that a sale or transfer of such Security may be made without registration under the Securities ActAct and applicable state securities laws.

Appears in 1 contract

Samples: Preferred Stock and Common Stock Warrant Purchase Agreement (Sygnet Wireless Inc)

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REMOVAL OF SECURITIES ACT TRANSFER RESTRICTIONS. Any legend endorsed on a certificate evidencing a Security pursuant to SECTION 4.2(C)(ISection 4.2(c)(i) hereof and the stop transfer instructions and record notations with respect to such Security shall be removed and the Company shall issue a certificate without such legend to the Holder of such Security (a) if such Security is registered under the Securities Act, or (b) if such Security may be sold under Rule 144(k) of the Commission under the Securities Act or (c) if the Holder provides the Company with an opinion of counsel (which may be counsel for the Company) reasonably acceptable to the Company to the effect that a sale or transfer of such Security may be made without registration under the Securities Act.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Gci Inc)

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