Common use of Restricted Share Legend Clause in Contracts

Restricted Share Legend. (i) Each Conversion Share will bear the Restricted Share Legend if the Note upon the conversion of which such Conversion Share was issued was (or would have been had it not been converted) a Transfer-Restricted Security at the time such Conversion Share was issued; provided, however, that such Conversion Share need not bear the Restricted Share Legend if the Company determines, in its reasonable discretion, that such Conversion Share need not bear the Restricted Share Legend. (ii) Notwithstanding anything to the contrary in this Section 2.09(F), a Conversion Share need not bear a Restricted Share Legend if such Conversion Share is issued in an uncertificated form that does not permit affixing legends thereto, provided the Company takes measures (including the assignment thereto of a “restricted” CUSIP number) that it reasonably deems appropriate to enforce the transfer restrictions referred to in the Restricted Share Legend.

Appears in 9 contracts

Samples: Indenture (SMART Global Holdings, Inc.), Indenture (Maxeon Solar Technologies, Ltd.), Indenture (Maxeon Solar Technologies, Ltd.)

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Restricted Share Legend. (i) Each Conversion Share will bear the Restricted Share Legend if the Note upon the conversion of which such Conversion Share was issued was (or would have been had it not been converted) a Transfer-Restricted Security at the time such Conversion Share was issued; provided, however, that such Conversion Share need not bear the Restricted Share Legend if the Company determines, in its reasonable discretion, that such Conversion Share need not bear the Restricted Share Legend. (ii) Notwithstanding anything to the contrary in this Section 2.09(F2.09(G), a Conversion Share need not bear a Restricted Share Legend if such Conversion Share is issued in an uncertificated form that does not permit affixing legends thereto, provided the Company takes measures (including the assignment thereto of a “restricted” CUSIP number) that it reasonably deems appropriate to enforce the transfer restrictions referred to in the Restricted Share Legend.

Appears in 3 contracts

Samples: Indenture (Getaround, Inc), Convertible Note Subscription Agreement (InterPrivate II Acquisition Corp.), Indenture (Farfetch LTD)

Restricted Share Legend. (i) Each Conversion Share will bear the Restricted Share Legend if the Note upon the conversion of which such Conversion Share was issued was (or would have been had it not been converted) a Transfer-Restricted Security at the time such Conversion Share was issued; provided, however, that such Conversion Share need not bear the Restricted Share Legend if the Company determines, in its reasonable discretion, that such Conversion Share need not bear the Restricted Share Legend. (ii) Notwithstanding anything to the contrary in this Section 2.09(F2.09(E), a Conversion Share need not bear a Restricted Share Legend if such Conversion Share is issued in an uncertificated form that does not permit affixing legends thereto, provided the Company takes measures (including the assignment thereto of a “restricted” CUSIP number) that it reasonably deems appropriate to enforce the transfer restrictions referred to in the Restricted Share Legend.

Appears in 1 contract

Samples: Indenture (Farfetch LTD)

Restricted Share Legend. (i) Each Conversion Share will bear the Restricted Share Legend if the Note upon the conversion of which such Conversion Share was issued was (or would have been had it not been converted) a Transfer-Restricted Security at the time such Conversion Share was issued; provided, however, that such Conversion Share need not bear the Restricted Share Legend if the Company determines, in its reasonable discretion, that such Conversion Share need not bear the Restricted Share Legend. (ii) Notwithstanding anything to the contrary in this Section 2.09(F), a Conversion Share need not bear a Restricted Share Legend if such Conversion Share is issued in an uncertificated form that does not permit affixing legends thereto, provided the Company takes measures (including the assignment thereto of a “restricted” CUSIP ISIN number) that it reasonably deems appropriate to enforce the transfer restrictions referred to in the Restricted Share Legend.

Appears in 1 contract

Samples: Indenture (Vertical Aerospace Ltd.)

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Restricted Share Legend. (i) Each Conversion Exchange Share will bear the Restricted Share Legend if the Note upon the conversion Exchange of which such Conversion Exchange Share was issued was (or would have been had it not been convertedExchanged) a Transfer-Restricted Security at the time such Conversion Exchange Share was issued; provided, however, that such Conversion Exchange Share need not bear the Restricted Share Legend if the Company determines, in its reasonable discretion, that such Conversion Exchange Share need not bear the Restricted Share Legend. (ii) Notwithstanding anything to the contrary in this Section 2.09(F2.09(G), a Conversion an Exchange Share need not bear a Restricted Share Legend if such Conversion Exchange Share is issued in an uncertificated form that does not permit affixing legends thereto, provided the Company takes measures (including the assignment thereto of a “restricted” CUSIP number) that it reasonably deems appropriate to enforce the transfer restrictions referred to in the Restricted Share Legend.

Appears in 1 contract

Samples: Indenture (Pagaya Technologies Ltd.)

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