Common use of Sales of Securities Under Rule 144, If Applicable Clause in Contracts

Sales of Securities Under Rule 144, If Applicable. (a) Hi-Tech will use its best efforts to at all times satisfy the current public information requirements of rule 144 promulgated under the Securities Act so that its shareholders can sell restricted securities that have been held for one year or more or such other restricted period as required by rule 144 as it is from time to time amended. (b) Upon being informed in writing by any person holding restricted stock of Hi-Tech as of the date of this Agreement that such person intends to sell any shares under rule 144 promulgated under the Securities Act (including any rule adopted in substitution or replacement thereof), Hi-Tech will certify in writing to such person that it is compliance with rule 144 current public information requirement to enable such person to sell such person's restricted stock under rule 144, as may be applicable under the circumstances. (c) If any certificate representing any such restricted stock is presented to Hi-Tech's transfer agent for registration or transfer in connection with any sales theretofore made under rule 144, provided such certificate is duly endorsed for transfer by the appropriate person(s) or accompanied by a separate stock power duly executed by the appropriate person(s) in each case with reasonable assurances that such endorsements are genuine and effective, and is accompanied by an opinion of counsel satisfactory to Hi-Tech and its counsel that such transfer has complied with the requirements of rule 144, as the case may be, Hi-Tech will promptly instruct its transfer agent to register such transfer and to issue one or more new certificates representing such shares to the transferee and, if appropriate under the provisions of rule 144, as the case may be, free of any stop transfer order or restrictive legend. The provisions of this Section 6.08 shall survive the Closing and the consummation of the transactions contemplated by this Agreement for a period of two years.

Sales of Securities Under Rule 144, If Applicable. (a) Hi-Tech PIH will use its best efforts to at all times satisfy the current public information requirements of rule 144 promulgated under the Securities Act so that its shareholders can sell restricted securities that have been held for one year or more or such other restricted period as required by rule 144 as it is from time to time tune amended. (b) Upon being informed in writing by any person holding restricted stock of Hi-Tech PIH as of the date of this Agreement that such person intends to sell any shares under rule 144 promulgated under the Securities Act (including any rule adopted in substitution or replacement thereof), Hi-Tech PIH will certify in writing to such person that it is in compliance with rule 144 current public information requirement to enable such person to sell such person's restricted stock under rule 144, as may be applicable under the circumstances. (c) If any certificate representing any such restricted stock is presented to Hi-TechPIH's transfer agent for registration or transfer in connection with any sales theretofore made under rule 144, provided such certificate is duly endorsed for transfer by the appropriate person(s) or accompanied by a separate stock power duly executed by the appropriate person(s) in each case with reasonable assurances that such endorsements are genuine and effective, and is accompanied by an opinion of counsel satisfactory to Hi-Tech PIH and its counsel that such transfer has complied with the requirements of rule 144, as the case may be, Hi-Tech PIH will promptly instruct its transfer agent to register such transfer and to issue one or more new certificates representing such shares to the transferee and, if appropriate under the provisions of rule 144, as . As the case may be, free of any stop transfer order or restrictive legend. The provisions of this Section 6.08 shall survive the Closing and the consummation of the transactions contemplated by this Agreement for a period of two years. (d) The shareholders of PIH as of the date of this Agreement, as well as those receiving PIH Common Stock pursuant to this Agreement, are intended third-party beneficiaries of this Section 6.08.

Sales of Securities Under Rule 144, If Applicable. (a) Hi-Tech STI will use its best efforts to at all times satisfy the current public information requirements of rule 144 promulgated under the Securities Act so that its shareholders stockholders can sell restricted securities that have been held for one year or more or such other restricted period as required by rule 144 as it is from time to time amended. (b) Upon being informed in writing by any person holding restricted stock of Hi-Tech STI as of the date of this Agreement that such person intends to sell any shares under rule 144 promulgated under the Securities Act (including any rule adopted in substitution or replacement thereof), Hi-Tech STI will certify in writing to such person that it is in compliance with rule 144 current public information requirement to enable such person to sell such person's restricted stock under rule 144, as may be applicable under the circumstances. (c) If any certificate representing any such restricted stock is presented to Hi-TechSTI's transfer agent for registration or transfer in connection with any sales theretofore made under rule 144, provided such certificate is duly endorsed for transfer by the appropriate person(s) or accompanied by a separate stock power duly executed by the appropriate person(s) in each case with reasonable assurances that such endorsements are genuine and effective, and is accompanied by an opinion of counsel satisfactory to Hi-Tech STI and its counsel that such transfer has complied with the requirements of rule 144, as the case may be, Hi-Tech STI will promptly instruct its transfer agent to register such transfer and to issue one or more new certificates representing such shares to the transferee and, if appropriate under the provisions of rule 144, as the case may be, free of any stop transfer order or restrictive legend. The provisions of this Section 6.08 shall survive the Closing and the consummation of the transactions contemplated by this Agreement for a period of two years.

Sales of Securities Under Rule 144, If Applicable. (a) Hi-Tech will K-1shall use its best efforts to at all times satisfy the current public information requirements of rule 144 promulgated under the Securities Act so that its shareholders stockholders can sell restricted securities that have been held for one year or more or such other restricted period as required by rule 144 as it is from time to time tune amended. (b) Upon being informed in writing by any person holding restricted stock of Hi-Tech K-1 as of the date of this Agreement that such person intends to sell any shares under rule 144 promulgated under the Securities Act (including any rule adopted in substitution or replacement thereof), Hi-Tech will K-1shall certify in writing to such person that it is in compliance with rule 144 current public information requirement to enable such person to sell such person's restricted stock under rule 144, as may be applicable under the circumstances. (c) If any certificate representing any such restricted stock is presented to Hi-TechK-1's transfer agent for registration or transfer in connection with any sales theretofore made under rule 144, provided such certificate is duly endorsed for transfer by the appropriate person(s) or accompanied by a separate stock power duly executed by the appropriate person(s) in each case with reasonable assurances that such endorsements are genuine and effective, and is accompanied by an opinion of counsel satisfactory to Hi-Tech K-1 and its counsel that such transfer has complied with the requirements of rule 144, as the case may be, Hi-Tech will K-1shall promptly instruct its transfer agent to register such transfer and to issue one or more new certificates representing such shares to the transferee and, if appropriate under the provisions of rule 144, as . As the case may be, free of any stop transfer order or restrictive legend. The provisions of this Section 6.08 shall survive the Closing and the consummation of the transactions contemplated by this Agreement for a period of two years. (d) The stockholders of K-1 as of the date of this Agreement, as well as those receiving K-1 Common Stock pursuant to this Agreement, are intended third-party beneficiaries of this Section 6.08.

Sales of Securities Under Rule 144, If Applicable. (a) Hi-Tech Xtreme will use its best efforts to at all times satisfy the current public information requirements of rule 144 promulgated under the Securities Act so that its shareholders stockholders can sell restricted securities that have been held for one year or more or such other restricted period as required by rule 144 as it is from time to time amended. (b) Upon being informed in writing by any person holding restricted stock of Hi-Tech Xtreme as of the date of this Agreement that such person intends to sell any shares under rule 144 promulgated under the Securities Act (including any rule adopted in substitution or replacement thereof), Hi-Tech Xtreme will certify in writing to such person that it is in compliance with rule 144 current public information requirement to enable such person to sell such person's ’s restricted stock under rule 144, as may be applicable under the circumstances. (c) If any certificate representing any such restricted stock is presented to Hi-Tech's Xtreme’s transfer agent for registration or transfer in connection with any sales theretofore made under rule 144, provided such certificate is duly endorsed for transfer by the appropriate person(s) or accompanied by a separate stock power duly executed by the appropriate person(s) in each case with reasonable assurances that such endorsements are genuine and effective, and is accompanied by an opinion of counsel satisfactory to Hi-Tech Xtreme and its counsel that such transfer has complied with the requirements of rule 144, as the case may be, Hi-Tech Xtreme will promptly instruct its transfer agent to register such transfer and to issue one or more new certificates representing such shares to the transferee and, if appropriate under the provisions of rule 144, as the case may be, free of any stop transfer order or restrictive legend. The provisions of this Section 6.08 shall survive the Closing and the consummation of the transactions contemplated by this Agreement for a period of two years.

Sales of Securities Under Rule 144, If Applicable. (a) Hi-Tech DLD Group will use its best efforts to at all times satisfy the current public information requirements of rule Rule 144 promulgated under the Securities Act so that its shareholders stockholders can sell restricted securities that have been held for one (1) year or more or such other restricted period as required by rule Rule 144 as it is from time to time amended. (b) Upon being informed in writing by any person holding restricted stock of Hi-Tech as of the date of this Agreement DLD Group that such person intends to sell any shares under rule Rule 144 promulgated under the Securities Act (including any rule adopted in substitution or replacement thereof), Hi-Tech DLD Group will certify in writing to such person that it is compliance with rule Rule 144 current public information requirement to enable such person to sell such person's ’s restricted stock under rule Rule 144, as may be applicable under the circumstances. (c) If any certificate representing any such restricted stock is presented to Hi-Tech's DLD Group’s transfer agent for registration or transfer in connection with any sales theretofore made under rule Rule 144, provided such certificate is duly endorsed for transfer by the appropriate person(s) or accompanied by a separate stock power duly executed by the appropriate person(s) ), in each case with reasonable assurances that such endorsements are genuine and effective, effective and is accompanied by an a legal opinion of counsel satisfactory to Hi-Tech and its counsel that such transfer has complied with the requirements of rule Rule 144, as the case may be, Hi-Tech DLD Group will promptly instruct its transfer agent to register such transfer and to issue one or more new certificates representing such shares to the transferee and, if appropriate under the provisions of rule Rule 144, as the case may be, free of any stop transfer order or restrictive legend. The provisions of this . (d) This Section 6.08 5.9 shall survive the Closing and the consummation of the transactions contemplated by this Agreement for a period of two yearssix (6) months.

Sales of Securities Under Rule 144, If Applicable. (a) Hi-Tech Anticline will use its best efforts to at all times satisfy the current public information requirements of rule 144 promulgated under the Securities Act so that its shareholders can sell restricted securities that have been held for one year or more or such other restricted period as required by rule 144 as it is from time to time tune amended. (b) Upon being informed in writing by any person holding restricted stock of Hi-Tech Anticline as of the date of this Agreement that such person intends to sell any shares under rule 144 promulgated under the Securities Act (including any rule adopted in substitution or replacement thereof), Hi-Tech Anticline will certify in writing to such person that it is in compliance with rule 144 current public information requirement to enable such person to sell such person's restricted stock under rule 144, as may be applicable under the circumstances. (c) If any certificate representing any such restricted stock is presented to Hi-TechAnticline's transfer agent for registration or transfer in connection with any sales theretofore made under rule 144, provided such certificate is duly endorsed for transfer by the appropriate person(s) or accompanied by a separate stock power duly executed by the appropriate person(s) in each case with reasonable assurances that such endorsements are genuine and effective, and is accompanied by an opinion of counsel satisfactory to Hi-Tech Anticline and its counsel that such transfer has complied with the requirements of rule 144, as the case may be, Hi-Tech Anticline will promptly instruct its transfer agent to register such transfer and to issue one or more new certificates representing such shares to the transferee and, if appropriate under the provisions of rule 144, as . As the case may be, free of any stop transfer order or restrictive legend. The provisions of this Section 6.08 shall survive the Closing and the consummation of the transactions contemplated by this Agreement for a period of two years. (d) The shareholders of Anticline as of the date of this Agreement, as well as those receiving Anticline Common Stock pursuant to this Agreement, are intended third-party beneficiaries of this Section 6.08.