Common use of Securities Laws; Legends Clause in Contracts

Securities Laws; Legends. (a) Each Purchaser acknowledges and agrees that, as of the date hereof, the Securities have not been registered under the Securities Act or the securities laws of any state and that they may be sold or otherwise disposed of only in one or more transactions registered under the Securities Act and, where applicable, such laws, or as to which an exemption from the registration requirements of the Securities Act and, where applicable, such laws, is available, or in accordance with the Registration Rights Agreement. Each Purchaser acknowledges that, except as provided in Registration Rights Agreement, such Purchaser has no right to require the Company to register the Securities. Each Purchaser further acknowledges and agrees that any certificate or evidence of book-entry notation for the Securities shall bear a legend substantially as set forth in Section 8.2(b) or Section 8.2(c), as applicable (and any shares evidenced in book entry form shall contain appropriate comparable notation and reflect related stop transfer instructions).

Appears in 3 contracts

Samples: Securities Purchase Agreement (P3 Health Partners Inc.), Securities Purchase Agreement (Chicago Pacific Founders UGP, LLC), Securities Purchase Agreement (P3 Health Partners Inc.)

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Securities Laws; Legends. (a) Each Purchaser acknowledges and agrees that, as of the date hereof, the Securities Shares have not been registered under the Securities Act or the securities laws of any state and that they may be sold or otherwise disposed of only in one or more transactions registered under the Securities Act and, where applicable, such laws, or as to which an exemption from the registration requirements of the Securities Act and, where applicable, such laws, is available, or in accordance with the Registration Rights Agreement. Each Purchaser acknowledges that, except as provided in Registration Rights Agreement, such Purchaser has no right to require the Company to register the SecuritiesShares. Each Purchaser further acknowledges and agrees that any certificate or evidence of book-entry notation for the Securities Shares shall bear a legend substantially as set forth in Section 8.2(b) or Section 8.2(c), as applicable (and any shares evidenced in book entry form shall contain appropriate comparable notation and reflect related stop transfer instructions).

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Amtrust Financial Services, Inc.)

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