Common use of Securities Laws Issues Clause in Contracts

Securities Laws Issues. Parent intends to issue the Parent Shares as provided in this Agreement pursuant to (a) a “private placement” exemption or exemptions from registration under Section 4(2) of the Securities Act of 1933, as amended (the “Securities Act”) and/or Regulation D promulgated under the Securities Act and (b) an exemption from qualification under the laws of the State of California and other applicable state securities laws. Parent and the Company shall comply with all applicable provisions of and rules under the Securities Act and applicable state securities laws in connection with the offering and issuance of the Parent Shares pursuant to this Agreement. Such Parent Shares will be “restricted securities” under the Federal and state securities laws and cannot be offered or resold except pursuant to registration under the Securities Act or an available exemption from registration.

Securities Laws Issues. Parent intends to shall issue the shares of Parent Shares Common Stock as provided in this Agreement pursuant to (a) a “private placement” exemption or exemptions from registration under Section 4(2) of the Securities Act of 1933, as amended (the “Securities Act”) and/or Regulation D promulgated under the Securities Act and (b) an exemption from qualification under the laws of the State of California and other applicable state securities laws. Parent and the Company shall comply with all applicable provisions of of, and rules under under, the Securities Act and applicable state securities laws in connection with the offering and issuance of the shares of Parent Shares Common Stock pursuant to this Agreement. Such shares of Parent Shares Common Stock will be “restricted securities” under the Federal and state securities laws and cannot be offered or resold except pursuant to registration under the Securities Act or an available exemption from registration.

Securities Laws Issues. Parent intends to shall issue the shares of Parent Shares Common Stock as provided in this Agreement pursuant to (a) a “"private placement” " exemption or exemptions from registration under Section 4(2) of the Securities Act of 1933, as amended (the “"Securities Act”") and/or Regulation D promulgated under the Securities Act and (b) an exemption from qualification under the laws of the State of California and other applicable state securities laws. Parent and the Company shall comply with all applicable provisions of of, and rules under under, the Securities Act and applicable state securities laws in connection with the offering and issuance of the shares of Parent Shares Common Stock pursuant to this Agreement. Such shares of Parent Shares Common Stock will be “"restricted securities” " under the Federal and state securities laws and cannot be offered or resold except pursuant to registration under the Securities Act or an available exemption from registration.

Securities Laws Issues. Parent intends to issue the shares of Parent Shares Common Stock as provided in this Agreement pursuant to (a) a “private placement” exemption or exemptions from registration under Section 4(2) of the Securities Act of 1933, as amended (the “Securities Act”) and/or Regulation D promulgated under the Securities Act and (b) an exemption from qualification under the laws of the State of California and other applicable state securities laws. Parent and the Company shall comply with all applicable provisions of and rules under the Securities Act and applicable state securities laws in connection with the offering and issuance of the shares of Parent Shares Common Stock pursuant to this Agreement. Such shares of Parent Shares Common Stock will be “restricted securities” under the Federal and state securities laws and cannot be offered or resold except pursuant to registration under the Securities Act or an available exemption from registration.