Common use of Securities Law and Other Restrictions Clause in Contracts

Securities Law and Other Restrictions. Notwithstanding any other provision of the Employment Agreement or this Agreement, the Company shall not be required to issue, and Optionee may not sell, assign, transfer or otherwise dispose of, any Shares, unless (a) there is in effect with respect to the Shares a registration statement under the Securities Act and any applicable state or foreign securities laws or an exemption from such registration, and (b) there has been obtained any other consent, approval or permit from any other regulatory body that the Board, in its sole discretion, deems necessary or advisable. The Company may condition such issuance, sale or transfer upon the receipt of any representations or agreements from the parties involved, and the placement of any legends on certificates representing the Option, as may be deemed necessary or advisable by the Company in order to comply with such securities law or other restrictions.

Appears in 7 contracts

Samples: Stock Option Agreement (Goodness Growth Holdings, Inc.), Stock Option Agreement (Goodness Growth Holdings, Inc.), Stock Option Agreement (Goodness Growth Holdings, Inc.)

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Securities Law and Other Restrictions. Notwithstanding any other provision of the Employment Agreement Plan or this Agreement, the Company shall not be required to issue, and the Optionee may not sell, assign, transfer or otherwise dispose of, any Option Shares, unless (a) there is in effect with respect to the Option Shares a registration statement under the Securities Act of 1933, as amended, and any applicable state or foreign securities laws or an exemption from such registration, and (b) there has been obtained any other consent, approval or permit from any other regulatory body that the BoardCommittee, in its sole discretion, deems necessary or advisable. The Company may condition such issuance, sale or transfer upon the receipt of any representations or agreements from the parties involved, and the placement of any legends on certificates representing the OptionOption Shares, as may be deemed necessary or advisable by the Company in order to comply with such securities law or other restrictions.

Appears in 6 contracts

Samples: Incentive Stock Option Agreement (Inspire Medical Systems, Inc.), Incentive Stock Option Agreement (Inspire Medical Systems, Inc.), Non Statutory Stock Option Agreement (Inspire Medical Systems, Inc.)

Securities Law and Other Restrictions. Notwithstanding any other provision of the Employment Agreement Plan or this Agreement, the Company shall not be required to issue, and Optionee may not sell, assign, transfer or otherwise dispose of, any Shares, unless (a) there is in effect with respect to the Shares a registration statement under the Securities Act and any applicable state or foreign securities laws or an exemption from such registration, and (b) there has been obtained any other consent, approval or permit from any other regulatory body that the BoardAdministrator, in its sole discretion, deems necessary or advisable. The Company may condition such issuance, sale or transfer upon the receipt of any representations or agreements from the parties involved, and the placement of any legends on certificates representing the Option, as may be deemed necessary or advisable by the Company in order to comply with such securities law or other restrictions.

Appears in 4 contracts

Samples: Incentive Stock Option Agreement (Goodness Growth Holdings, Inc.), Incentive Stock Option Agreement (Vireo Health International, Inc.), Incentive Stock Option Agreement (Vireo Health International, Inc.)

Securities Law and Other Restrictions. Notwithstanding any other provision of the Employment Agreement or this Agreement, the Company shall not be required to issue, and Optionee Recipient may not sell, assign, transfer or otherwise dispose of, any Shares, unless (a) there is in effect with respect to the Shares a registration statement under the Securities Act and any applicable state or foreign securities laws or an exemption from such registration, and (b) there has been obtained any other consent, approval or permit from any other regulatory body that the BoardAdministrator, in its sole discretion, deems necessary or advisable. The Company may condition such issuance, sale or transfer upon the receipt of any representations or agreements from the parties involved, and the placement of any legends on certificates representing the OptionShares, as may be deemed necessary or advisable by the Company in order to comply with such securities law or other restrictions.

Appears in 4 contracts

Samples: Original Agreement (Goodness Growth Holdings, Inc.), Original Agreement (Goodness Growth Holdings, Inc.), Original Agreement (Goodness Growth Holdings, Inc.)

Securities Law and Other Restrictions. Notwithstanding any other provision of the Employment Agreement Plan or this Agreement, the Company shall not be required to issue, and Optionee Participant may not sell, assign, transfer or otherwise dispose of, any Shares, unless (a) there is in effect with respect to the Shares a registration statement under the Securities Act and any applicable state or foreign securities laws or an exemption from such registration, and (b) there has been obtained any other consent, approval or permit from any other regulatory body that the BoardAdministrator, in its sole discretion, deems necessary or advisable. The Company may condition such issuance, sale or transfer upon the receipt of any representations or agreements from the parties involved, and the placement of any legends on certificates representing the OptionShares, as may be deemed necessary or advisable by the Company in order to comply with such securities law or other restrictions.

Appears in 2 contracts

Samples: Restricted Stock Unit Agreement (Goodness Growth Holdings, Inc.), Restricted Stock Unit Agreement (Goodness Growth Holdings, Inc.)

Securities Law and Other Restrictions. Notwithstanding any other provision of the Employment Agreement or this Agreement, the Company shall not be required to issue, and Optionee may ​ ​ not sell, assign, transfer or otherwise dispose of, any Shares, unless (a) there is in effect with respect to the Shares a registration statement under the Securities Act and any applicable state or foreign securities laws or an exemption from such registration, and (b) there has been obtained any other consent, approval or permit from any other regulatory body that the Board, in its sole discretion, deems necessary or advisable. The Company may condition such issuance, sale or transfer upon the receipt of any representations or agreements from the parties involved, and the placement of any legends on certificates representing the Option, as may be deemed necessary or advisable by the Company in order to comply with such securities law or other restrictions.

Appears in 2 contracts

Samples: Stock Option Agreement (Goodness Growth Holdings, Inc.), Stock Option Agreement (Goodness Growth Holdings, Inc.)

Securities Law and Other Restrictions. Notwithstanding any other provision of the Employment Agreement Plan or this Agreement, the Company shall will not be required to issue, and the Optionee may not sell, assign, transfer or otherwise dispose of, any Option Shares, unless (a) there is in effect with respect to the Option Shares a registration statement under the Securities Act and any applicable state or foreign securities laws or an exemption from such registration, and (b) there has been obtained any other consent, approval or permit from any other regulatory body that which the BoardCommittee, in its sole discretion, deems necessary or advisable. The Company may condition such issuance, sale or transfer upon the receipt of any representations or agreements from the parties involved, and the placement of any legends on certificates representing the OptionOption Shares, as may be deemed necessary or advisable by the Company in order to comply with such securities law or other restrictions.

Appears in 1 contract

Samples: Employment Agreement (BeneChill, Inc.)

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Securities Law and Other Restrictions. Notwithstanding any other provision of the Employment Agreement Plan or this Agreement, the Company shall will not be required to issue, and the Optionee may not sell, assign, transfer or otherwise dispose of, any Option Shares, unless (a) there is in effect with respect to the Option Shares a registration statement under the Securities Act of 1933, as amended, and any applicable state or foreign securities laws or an exemption from such registration, and (b) there has been obtained any other consent, approval or permit from any other regulatory body that which the BoardCommittee, in its sole discretion, deems necessary or advisable. The Company may condition such issuance, sale sale, or transfer upon the receipt of any representations or agreements from the parties involved, and the placement of any legends on certificates representing the OptionOption Shares, as may be deemed necessary or advisable by the Company in order to comply with such securities law or other restrictions.

Appears in 1 contract

Samples: Non Statutory Stock Option Agreement (Arbitron Inc)

Securities Law and Other Restrictions. Notwithstanding any other provision of the Employment Amended Agreement or this Agreement, the Company shall not be required to issue, and Optionee may not sell, assign, transfer or otherwise dispose of, any Shares, unless (a) there is in effect with respect to the Shares a registration statement under the Securities Act and any applicable state or foreign securities laws or an exemption from such registration, and (b) there has been obtained any other consent, approval or permit from any other regulatory body that the BoardAdministrator, in its sole discretion, deems necessary or advisable. The Company may condition such issuance, sale or transfer upon the receipt of any representations or agreements from the parties involved, and the placement of any legends on certificates representing the Option, as may be deemed necessary or advisable by the Company in order to comply with such securities law or other restrictions.

Appears in 1 contract

Samples: A Nonstatutory Stock Option Agreement (Goodness Growth Holdings, Inc.)

Securities Law and Other Restrictions. Notwithstanding any other provision of the Employment Agreement Plan or this Agreement, the Company shall not be required to issue, and Optionee Grantee may not sell, assign, transfer or otherwise dispose of, any Option Shares, unless (a) there is in effect with respect to the Option Shares a registration statement under the Securities Act of 1933, as amended, and any applicable state or foreign securities laws or an exemption from such registration, and (b) there has been obtained any other consent, approval or permit from any other regulatory body that the BoardCommittee, in its sole discretion, deems necessary or advisable. The Company may condition such issuance, sale or transfer upon the receipt of any representations or agreements from the parties involved, and the placement of any legends on certificates representing the OptionOption Shares, as may be deemed necessary or advisable by the Company in order to comply with such securities law or other restrictions.

Appears in 1 contract

Samples: Incentive Stock Option Agreement (Vireo Health International, Inc.)

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