Common use of Restrictive Legend on Certificates Clause in Contracts

Restrictive Legend on Certificates. (a) Each Certificate evidencing shares of New Common Stock distributed pursuant to the Plan to the Securities Holders shall, subject to paragraph (b) below, be stamped or otherwise imprinted with a conspicuous legend in the following form: "The securities evidenced by this certificate were issued pursuant to an exemption from registration under the Securities Act of 1933, as amended (the "Act"), and may be offered, sold or otherwise transferred only pursuant to a Registration Statement effective under the Act or an exemption from the provisions of Section 5 of the Act." (b) A holder of a certificate evidencing shares of New Common Stock bearing the legend specified in paragraph (a) shall be entitled to receive from the Company, whether or not in connection with a sale or proposed sale, a new certificate or certificates evidencing an identical number of shares (the transfer expenses for which shall be paid by the Company) but without such legend at such time as (i) such shares are sold pursuant to a Registration Statement effective under the Securities Act, (ii) such holder furnishes the Company with a certificate to the effect that such holder is not an affiliate or an "underwriter" within the meaning of Section 1145(b) of the Bankruptcy Code and, upon the request of the Company, an opinion of counsel reasonably satisfactory to the Company to such effect and to the effect that such shares may be sold without registration under the Securities Act or (iii) the registration rights granted in this Agreement otherwise terminate in accordance with subsection 5.10. The shares of the New Common Stock represented by any such replacement certificate issued without the legend specified in paragraph (a) pursuant to the immediately preceding sentence shall cease to be Registerable Common for all purposes of this Agreement.

Restrictive Legend on Certificates. (a) Each Certificate evidencing shares of New Common Stock distributed pursuant to the Plan to the Securities Holders shall, subject to paragraph (b) below, be stamped or otherwise imprinted with a conspicuous legend in the following form: "The securities evidenced by this certificate were issued pursuant to an exemption from registration under the Securities Act of 1933, as amended (the "Act"), provided by Section 1145 of the Bankruptcy Code and may be offered, sold or otherwise transferred only pursuant to a Registration Statement effective under the Act or an exemption from the provisions of Section 5 of the Act." (b) A holder of a certificate evidencing shares of New Common Stock bearing the legend specified in paragraph (a) shall be entitled to receive from the Company, whether or not in connection with a sale or proposed sale, a new certificate or certificates evidencing an identical number of shares (the transfer expenses for which shall be paid by the Company) but without such legend at such time as (i) such shares are sold pursuant to a Registration Statement effective under the Securities Act, (ii) such holder furnishes the Company with a certificate to the effect that such holder is not an affiliate or an "underwriter" within the meaning of Section 1145(b) of the Bankruptcy Code and, upon the request of the Company, an opinion of counsel reasonably satisfactory to the Company to such effect and to the effect that such shares may be sold without registration under the Securities Act or (iii) the registration rights granted in this Agreement otherwise terminate in accordance with subsection 5.10. The shares of the New Common Stock represented by any such replacement certificate issued without the legend specified in paragraph (a) pursuant to the immediately preceding sentence shall cease to be Registerable Common for all purposes of this Agreement.

Restrictive Legend on Certificates. (a) Each Certificate evidencing shares of New Registerable Common Stock distributed pursuant to the Plan to the Securities Holders shall, subject to paragraph (b) below, be stamped or otherwise imprinted with a conspicuous legend in the following form: "The securities evidenced by this certificate were issued pursuant to an exemption from registration under the Securities Act of 1933, as amended (the "Act"), and may be offered, sold or otherwise transferred only pursuant to a Registration Statement effective under the Act or an exemption from the provisions of Section 5 of the Act." (b) A holder of a certificate evidencing shares of New Registerable Common Stock bearing the legend specified in paragraph (a) shall be entitled to receive from the Company, whether or not in connection with a sale or proposed sale, a new certificate or certificates evidencing an identical number of shares (the transfer expenses for which shall be paid by the Company) but without such legend at such time as (i) such shares are sold pursuant to a Registration Statement effective under the Securities Act, (ii) with respect to PIK Notes Common Stock and Common Stock issued pursuant to the Plan, such holder furnishes the Company with a certificate to the effect that such holder is not an affiliate Affiliate or an "underwriter" within the meaning of Section 1145(b) of the Bankruptcy Code and, upon the request of the Company, an opinion of counsel reasonably satisfactory to the Company to such effect and to the effect that such shares may be sold without registration under the Securities Act or (iii) the registration rights granted in this Agreement otherwise terminate in accordance with subsection 5.10. The shares of the New Registerable Common Stock represented by any such replacement certificate issued without the legend specified in paragraph (a) pursuant to the immediately preceding sentence shall cease to be Registerable Common for all purposes of this Agreement.

Restrictive Legend on Certificates. (a) Each Certificate evidencing shares of New Registerable Common Stock distributed pursuant to the Plan to the Securities Holders shall, subject to paragraph (b) below, be stamped or otherwise imprinted with a conspicuous legend in the following form: "The securities evidenced by this certificate were issued pursuant to an exemption from registration under the Securities Act of 1933, as amended (the "Act"), and may be offered, sold or otherwise transferred only pursuant to a Registration Statement effective under the Act or an exemption from the provisions of Section 5 of the Act." (ba) A holder of a certificate evidencing shares of New Registerable Common Stock bearing the legend specified in paragraph (a) shall be entitled to receive from the Company, whether or not in connection with a sale or proposed sale, a new certificate or certificates evidencing an identical number of shares (the transfer expenses for which shall be paid by the Company) but without such legend at such time as (i) such shares are sold pursuant to a Registration Statement effective under the Securities Act, (ii) with respect to PIK Notes Common Stock and Common Stock issued pursuant to the Plan, such holder furnishes the Company with a certificate to the effect that such holder is not an affiliate Affiliate or an "underwriter" within the meaning of Section 1145(b) of the Bankruptcy Code and, upon the request of the Company, an opinion of counsel reasonably satisfactory to the Company to such effect and to the effect that such shares may be sold without registration under the Securities Act or (iii) the registration rights granted in this Agreement otherwise terminate in accordance with subsection 5.10. The shares of the New Registerable Common Stock represented by any such replacement certificate issued without the legend specified in paragraph (a) pursuant to the immediately preceding sentence shall cease to be Registerable Common for all purposes of this Agreement.

Restrictive Legend on Certificates. (a) Each Certificate evidencing shares of New Common Stock distributed pursuant to the Plan to the Securities Holders shallissued in exchange for Notes, subject to paragraph (b) below, be stamped or otherwise imprinted with a conspicuous legend in the following form: "The securities evidenced by this certificate were issued may be sold only pursuant to an exemption from registration a Registration Statement effective under the Securities Act of 1933, as amended (the "Act"), and may be offered, sold or otherwise transferred only pursuant to a Registration Statement effective under the Act or an exemption from the provisions of Section 5 of the Act." (b) A holder of a certificate evidencing shares of New Common Stock bearing the legend specified in paragraph (a) shall be entitled to receive from the Company, whether or not in connection with a sale or proposed sale, a new certificate or certificates evidencing an identical number of shares (the transfer expenses for which shall be paid by the Company) but without such legend at such time as (i) such shares are sold pursuant to a Registration Statement effective under the Securities Act, (ii) such holder furnishes the Company with a certificate to the effect that such holder is not an affiliate or an "underwriter" within the meaning of Section 1145(b) of the Bankruptcy Code and, upon the request of the Company, an opinion of counsel reasonably satisfactory to the Company to such effect and to the effect that such shares may be sold without registration under the Securities Act or (iii) the registration rights granted in this Agreement otherwise terminate in accordance with subsection 5.10. The shares of the New Common Stock represented by any such replacement certificate issued without the legend specified in paragraph (a) pursuant to the immediately preceding sentence shall cease to be Registerable Common for all purposes of this Agreement.