Common use of Restrictions Imposed by the Securities Act Clause in Contracts

Restrictions Imposed by the Securities Act. This Warrant and the Securities underlying this Warrant shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that such securities may be sold pursuant to an exemption from registration under the Act, and applicable state law, the availability of which is established to the reasonable satisfaction of the Company, or (ii) a registration statement relating to such Securities has been filed by the Company and declared effective by the Securities and Exchange Commission and compliance with applicable state law.

Appears in 19 contracts

Samples: Warrant Agreement (First Priority Group Inc), Warrant Agreement (Global Telecommunication Solutions Inc), Warrant Agreement (First Priority Group Inc)

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Restrictions Imposed by the Securities Act. This Warrant and the Securities underlying The securities evidenced by this Purchase Warrant shall not be transferred unless and until until: (i) if required by law, the Company has received the opinion of counsel for the Holder Company that such the securities may be sold transferred pursuant to an exemption from registration under the Act, Securities Act and applicable state law, the availability of which is established to the reasonable satisfaction of the Companysecurities laws, or (ii) a registration statement or post-effective amendment to the Registration Statement relating to the offer and sale of such Securities securities that includes a current prospectus has been filed by the Company and declared effective by the Securities and Exchange Commission and compliance with applicable state lawsecurities law has been established.

Appears in 6 contracts

Samples: Representative’s Warrant (Gelteq LTD), Underwriting Agreement (Gelteq LTD), Underwriting Agreement (Gelteq LTD)

Restrictions Imposed by the Securities Act. This Warrant and the Securities underlying The securities evidenced by this Purchase Warrant shall not be transferred unless and until until: (i) the Company has received the opinion of counsel for the Holder that such the securities may be sold transferred pursuant to an exemption from registration under the Act, Securities Act and applicable state lawsecurities laws, the availability of which is established to the reasonable satisfaction of the Company, or (ii) a registration statement or a post-effective amendment to the registration statement relating to the offer and sale of such Securities securities has been filed by the Company and declared effective by the U.S. Securities and Exchange Commission (the “Commission”) and compliance with applicable state lawsecurities law has been established.

Appears in 6 contracts

Samples: Warrant Agreement (GoodFaith Technology Inc.), Purchase Warrant (MICT, Inc.), Purchase Warrant Agreement (Micronet Enertec Technologies, Inc.)

Restrictions Imposed by the Securities Act. This Warrant and the Securities underlying The securities evidenced by this Purchase Warrant shall not be transferred unless and until until: (i) if required by applicable law, the Company has received the opinion of counsel for the Holder Company that such the securities may be sold transferred pursuant to an exemption from registration under the Act, Securities Act and applicable state law, the availability of which is established to the reasonable satisfaction of the Companysecurities laws, or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to the offer and sale of such Securities securities has been filed by the Company and declared effective by the Securities and Exchange Commission and compliance with applicable state lawsecurities law has been established.

Appears in 5 contracts

Samples: Purchase Warrant Agreement (OS Therapies Inc), Purchase Warrant Agreement (OS Therapies Inc), Purchase Warrant Agreement (Serve Robotics Inc. /DE/)

Restrictions Imposed by the Securities Act. This Warrant and the Securities underlying The securities evidenced by this Warrant shall not be transferred unless and until until: (i) the Company has received the opinion of counsel for the Holder that such the securities may be sold transferred pursuant to an exemption from registration under the Act, Securities Act and applicable state lawsecurities laws, the availability of which is established to the reasonable satisfaction of the Company, or (ii) a registration statement or a post-effective amendment to the registration statement relating to the offer and sale of such Securities securities has been filed by the Company and declared effective by the U.S. Securities and Exchange Commission (the “Commission”) and compliance with applicable state lawsecurities law has been established.

Appears in 4 contracts

Samples: Common Stock Purchase Warrant (Nymox Pharmaceutical Corp), Purchase Warrant Agreement (Alpine 4 Technologies Ltd.), Purchase Warrant Agreement (Future FinTech Group Inc.)

Restrictions Imposed by the Securities Act. This Warrant and the Securities underlying The securities evidenced by this Purchase Warrant shall not be transferred unless and until until: (i) the Company has received the opinion of counsel for the Holder that such the securities may be sold transferred pursuant to an exemption from registration under the Act, Securities Act and applicable state lawsecurities laws, the availability of which is established to the reasonable satisfaction of the Company, Company or (ii) a registration statement or a post-effective amendment to the registration statement relating to the offer and sale of such Securities securities has been filed by the Company and declared effective by the U.S. Securities and Exchange Commission and compliance with applicable state lawsecurities law has been established.

Appears in 3 contracts

Samples: Buyout and Release Agreement (1347 Property Insurance Holdings, Inc.), Buyout and Release Agreement (Kingsway Financial Services Inc), Purchase Warrant (1347 Property Insurance Holdings, Inc.)

Restrictions Imposed by the Securities Act. This Warrant and the Securities underlying The securities evidenced by this Warrant shall not be transferred Transferred unless and until (i) the Company has received the opinion of counsel for the Holder that such the securities may be sold Transferred pursuant to an exemption from registration under the Act, Securities Act and applicable state lawsecurities laws, the availability of which is established to the reasonable satisfaction of the Company, or (ii) a registration statement relating to such Securities has securities have been filed by the Company and declared effective by the Securities and Exchange Commission and compliance with applicable state lawsecurities laws has been established.

Appears in 2 contracts

Samples: Warrant Agreement (Unilife Corp), Warrant Agreement (Unilife Corp)

Restrictions Imposed by the Securities Act. This Warrant and the Securities underlying this Warrant shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that such securities may be sold pursuant to an exemption from registration under the Securities Act, and applicable state law, the availability of which is established to the reasonable satisfaction of the Company, or (ii) a registration statement relating to such Securities has been filed by the Company and declared effective by the Securities and Exchange Commission and compliance with applicable state law.

Appears in 2 contracts

Samples: Merger Agreement (Research Partners International Inc), Warrant Agreement (First Look Studios Inc)

Restrictions Imposed by the Securities Act. This Warrant and the Securities underlying The securities evidenced by this Purchase Warrant shall not be transferred unless and until until: (i) the Company has received the opinion of counsel for the Holder that such the securities may be sold transferred pursuant to an exemption from registration under the Act, Securities Act and applicable state lawsecurities laws, the availability of which is established to the reasonable satisfaction of the Company, or Company (ii) a registration statement relating to such Securities has been filed by the Company and declared effective by hereby agreeing that the Securities and Exchange Commission and compliance with applicable state lawopinion of Xxxxxx Xxxxxxx Xxxxx & Xxxxxxxxxxx LLP shall be deemed satisfactory evidence of the availability of an exemption).

Appears in 2 contracts

Samples: Representative’s Warrant Agreement (Longeveron LLC), Purchase Warrant Agreement (Longeveron Inc.)

Restrictions Imposed by the Securities Act. This Warrant and the Securities underlying The securities evidenced by this Unit Warrant shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that such the securities may be sold transferred pursuant to an exemption from registration under the Act, Securities Act and applicable state lawsecurities laws, the availability of which is established to the reasonable satisfaction of the Company, or (ii) a registration statement or a post-effective amendment to the registration statement relating to such Securities has securities have been filed by the Company and declared effective by the Securities and Exchange Commission and compliance with applicable state lawsecurities laws has been established.

Appears in 2 contracts

Samples: Warrant Agreement (China Hydroelectric Corp), Warrant Agreement (China Hydroelectric Corp)

Restrictions Imposed by the Securities Act. This Warrant and the Securities underlying The securities evidenced by this Purchase Warrant shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that such the securities may be sold transferred pursuant to an exemption from registration under the Act, Securities Act and applicable state lawsecurities laws, the availability of which is established to the reasonable satisfaction of the Company, or Company (ii) a registration statement relating to such Securities has been filed by the Company and declared effective by hereby agreeing that the Securities and Exchange Commission and compliance with applicable state lawopinion of Xxxxxx Xxxxxxx Xxxxx & Xxxxxxxxxxx LLP shall be deemed satisfactory evidence of the availability of an exemption).

Appears in 2 contracts

Samples: Underwriters’ Warrants Agreement (Nexalin Technology, Inc.), Underwriting Agreement (Nexalin Technology, Inc.)

Restrictions Imposed by the Securities Act. This Warrant and the Securities underlying this Warrant shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that such securities may be sold pursuant to an exemption from registration under the Act, and applicable state law, . the availability of which is established to the reasonable satisfaction of the Company, or (ii) a registration statement relating to such Securities has been filed by the Company and declared effective by the Securities and Exchange Commission and compliance with applicable state law.

Appears in 1 contract

Samples: Warrant Agreement (Chesapeake Energy Corp)

Restrictions Imposed by the Securities Act. This Warrant and the Securities underlying this Warrant shall not be transferred unless and until (ia) the Company has received the an opinion of counsel for the Holder that such securities may be sold pursuant to an exemption from registration under the Act, Act and applicable state lawsecurities laws, the availability of which is established to the reasonable satisfaction of the Company, or (iib) a registration statement relating to such Securities has been filed by the Company and declared effective by the Securities and Exchange Commission and compliance with applicable state lawsecurities laws.

Appears in 1 contract

Samples: Warrant Agreement (Dyntek Inc)

Restrictions Imposed by the Securities Act. This Warrant and the Securities shares of Common Stock underlying this Warrant shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that such securities may be sold pursuant to an exemption from registration under the Act, and applicable state law, the availability of which is established to the reasonable satisfaction of the Company, or (ii) a registration statement relating to such Securities securities has been filed by the Company and declared effective by the Securities and Exchange Commission (“Commission”) and compliance with applicable state law.

Appears in 1 contract

Samples: Warrant Agreement (Video Network Communications Inc)

Restrictions Imposed by the Securities Act. This Warrant and the Securities underlying The securities evidenced by this Warrant shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that such the securities may be sold transferred pursuant to an exemption from registration under the Act, Securities Act and applicable state lawsecurities laws, the availability of which is established to the reasonable satisfaction of the Company, or (ii) a registration statement or a post-effective amendment to the registration statement relating to such Securities has securities have been filed by the Company and declared effective by the Securities and Exchange Commission and compliance with applicable state lawsecurities laws has been established.

Appears in 1 contract

Samples: Warrant Agreement (China Hydroelectric Corp)

Restrictions Imposed by the Securities Act. This The Warrant and the Securities underlying this Warrant Shares shall not be transferred unless and until until: (i) the Company has received the opinion of counsel for the Holder that such the securities may be sold transferred pursuant to an exemption from registration under the Act, Securities Act and applicable state lawsecurities laws, the availability of which is established to the reasonable satisfaction of the Company, or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to the offer and sale of such Securities securities has been filed by the Company and declared effective by the Securities and Exchange Commission and compliance with applicable state lawsecurities law has been established.

Appears in 1 contract

Samples: Warrant Agreement (ADiTx Therapeutics, Inc.)

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Restrictions Imposed by the Securities Act. This Warrant and the Securities underlying this Warrant shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that such securities may be sold pursuant to an exemption from registration under the Act, and applicable state law, the availability of which is established to the reasonable satisfaction of the CompanyCompany and its counsel, or (ii) a registration statement relating to such Securities has been filed by the Company and declared effective by the Securities and Exchange Commission (and is effective at the time of transfer) and compliance with applicable state law.

Appears in 1 contract

Samples: Warrant Agreement (Software Publishing Corp Holdings Inc)

Restrictions Imposed by the Securities Act. This Warrant and the Securities underlying this Warrant shall not be transferred unless and until until: (i) the Company has received the opinion of counsel for the Holder that such securities this Warrant may be sold transferred pursuant to an exemption from registration under the Act, Securities Act and applicable state law, the availability of which is established to the reasonable satisfaction of the Companysecurities laws, or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to such Securities the offer and sale of this Warrant has been filed by the Company and declared effective by the Securities and Exchange Commission SEC and compliance with applicable state lawsecurities law has been established.

Appears in 1 contract

Samples: Warrant Agreement (Kips Bay Medical, Inc.)

Restrictions Imposed by the Securities Act. This Warrant and the Securities underlying this Warrant shall not be transferred unless and until (i1) the Company has received the opinion of counsel for the Holder that such securities may be he sold pursuant to an exemption from registration under the Act, and applicable state law, the availability of which is established to the reasonable satisfaction of the Company, or (ii) a registration statement relating to such Securities has been filed by the Company and declared effective by the Securities and Exchange Commission and compliance with applicable state law.

Appears in 1 contract

Samples: Loan Agreement (News Communications Inc)

Restrictions Imposed by the Securities Act. This Warrant and the Securities underlying The securities evidenced by this Warrant shall not be transferred unless and until until: (i) the Company has received the opinion of counsel for the Holder that such the securities may be sold transferred pursuant to an exemption from registration under the Act, Securities Act and applicable state lawsecurities laws, the availability of which is established to the reasonable satisfaction of the Company, or (ii) a registration statement or a post-effective amendment to the registration statement relating to the offer and sale of such Securities securities has been filed by the Company and declared effective by the U.S. Securities and Exchange Commission and compliance with applicable state lawsecurities law has been established.

Appears in 1 contract

Samples: Placement Agent Common Stock Purchase Warrant (Kintara Therapeutics, Inc.)

Restrictions Imposed by the Securities Act. This Warrant and the Securities Warrant Shares underlying this Warrant shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that such securities may be sold pursuant to an exemption from transferred without compliance with the registration requirements under Section 5 of the Securities Act, and applicable state law, the availability of which opinion is established to the reasonable satisfaction of the Company, or (ii) a registration statement relating to such Securities Warrant Shares has been filed by the Company and declared effective by the Securities and Exchange Commission and compliance with applicable state lawCommission.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Kreido Biofuels, Inc.)

Restrictions Imposed by the Securities Act. This Warrant and the Securities underlying this Warrant shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that such securities may be sold pursuant to an exemption from registration under the Act, and applicable state law, the availability of which is established to the reasonable satisfaction of the Company, or (ii) a registration statement relating to such Securities has been filed by the Company and declared effective by the Securities and Exchange Commission (the "Commission") and is in compliance with applicable state law.

Appears in 1 contract

Samples: Warrant Agreement (Metalico Inc)

Restrictions Imposed by the Securities Act. This Warrant and the Securities shares of Common Stock underlying this Warrant shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that such securities may be sold pursuant to an exemption from registration under the Act, and applicable state law, the availability of which is established to the reasonable satisfaction of the Company, or (ii) a registration statement relating to such Securities securities has been filed by the Company and declared effective by the Securities and Exchange Commission ("Commission") and compliance with applicable state law.

Appears in 1 contract

Samples: Warrant Agreement (Worlds Com Inc)

Restrictions Imposed by the Securities Act. This Warrant and the Securities underlying this Warrant shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that such securities this Warrant and the Securities may be sold pursuant to an exemption from registration under the Act, and applicable state law, the availability of which is established to the reasonable satisfaction of the Company, or (ii) a registration statement relating to such this Warrant and the Securities has been filed by the Company and declared effective by the Securities and Exchange Commission (the “Commission”) and compliance with applicable state law.

Appears in 1 contract

Samples: Warrant Agreement (Long Island Iced Tea Corp.)

Restrictions Imposed by the Securities Act. This Warrant and the Securities Warrant Shares underlying this Warrant shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that such securities may be sold pursuant to an exemption from registration under the Act, and applicable state law, the availability of which is established to the reasonable satisfaction of the Company, or (ii) a registration statement relating to such Securities Warrant Shares has been filed by the Company and declared effective by the Securities and Exchange Commission and compliance with applicable state law.

Appears in 1 contract

Samples: Warrant Agreement (Big City Bagels Inc)

Restrictions Imposed by the Securities Act. This Warrant and the --------------------------------------- Securities underlying this Warrant shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that such securities may be sold pursuant to an exemption from registration under the Act, and applicable state law, the availability of which is established to the reasonable satisfaction of the Company, or (ii) a registration statement relating to such Securities has been filed by the Company and declared effective by the Securities and Exchange Commission and compliance with applicable state law.or

Appears in 1 contract

Samples: Warrant Agreement (Absolutefuture Com)

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