Common use of Restrictions--Securities Clause in Contracts

Restrictions--Securities. The securities evidenced by this Unit Purchase Option shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of Xxxxxxx & Xxxxxxxxx shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to such securities has been filed by the Company and declared effective by the Securities and Exchange Commission (the "Commission") and compliance with applicable state securities law has been established.

Appears in 5 contracts

Samples: Unit Purchase Option Agreement (Sand Hill It Security Acquisition Corp), Unit Purchase Option Agreement (Sand Hill It Security Acquisition Corp), Unit Purchase Option Agreement (Sand Hill It Security Acquisition Corp)

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Restrictions--Securities. The securities evidenced by this Unit Purchase Option Warrant shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of Xxxxxxx & Xxxxxxxxx Xxxxx X. Xxxxxxx, Esq. shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to such securities has been filed by the Company and declared effective by the Securities and Exchange Commission (the "Commission") and compliance with applicable state securities law has been established.. SECTION III

Appears in 1 contract

Samples: Warrant Agreement (Tri-S Security Corp)

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Restrictions--Securities. The securities evidenced by this Unit Purchase Option Warrant shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of Xxxxxxx & Xxxxxxxxx Xxxxx X. Xxxxxxx, Esq. shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to such securities has been filed by the Company and declared effective by the Securities and Exchange Commission (the "”Commission"”) and compliance with applicable state securities law has been established.

Appears in 1 contract

Samples: Warrant Agreement (Tri-S Security Corp)

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