Common use of Securities Laws Restrictions on Resale Clause in Contracts

Securities Laws Restrictions on Resale. Until registered under the Securities Act of 1933, as amended, or any successor statute (the “Securities Act”), the Option Shares will be of an illiquid nature and will be deemed to be “restricted securities” for purposes of the Securities Act. Accordingly, such shares must be sold in compliance with the registration requirements of the Securities Act or an exemption therefrom. Unless the Option Shares have been registered under the Securities Act, each certificate evidencing any of the Option Shares shall bear a legend substantially as follows: “The shares represented by this certificate are subject to restrictions on transfer and may not be sold, exchanged, transferred, pledged, hypothecated or other-wise disposed of except in accordance with and subject to all the terms and conditions of a certain Stock Option Agreement, a copy of which the Company will furnish to the holder of this certificate upon request and without charge.”

Appears in 4 contracts

Samples: Qualified Stock Option Agreement (Red Hat Inc), Stock Option Agreement (Red Hat Inc), Incentive Stock Option Agreement (Red Hat Inc)

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Securities Laws Restrictions on Resale. Until registered under the Securities Act of 1933, as amended, or any successor statute (the “Securities Act”), the Option Shares will be of an illiquid nature and will be deemed to be “restricted securities” for purposes of the Securities Act. Accordingly, such shares must be sold in compliance with the registration requirements of the Securities Act or an exemption therefrom. Unless the Option Shares have been registered under the Securities Act, each certificate evidencing any of the Option Shares shall bear a legend substantially as follows: “The shares represented by this certificate are subject to restrictions on transfer and may not be sold, exchanged, transferred, pledged, hypothecated or other-wise otherwise disposed of except in accordance with and subject to all the terms and conditions of a certain Incentive Stock Option AgreementAgreement dated as of , a copy of which the Company will furnish to the holder of this certificate upon request and without charge.”

Appears in 3 contracts

Samples: Incentive Stock Option Agreement (Rib X Pharmaceuticals Inc), Incentive Stock Option Agreement (Citrix Systems Inc), Incentive Stock Option Agreement (Citrix Systems Inc)

Securities Laws Restrictions on Resale. Until registered under the Securities Act of 1933, as amended, or any successor statute (the “Securities Act”), the Option Shares will be of an illiquid nature and will be deemed to be “restricted securities” for purposes of the Securities Act. Accordingly, such shares must be sold in compliance with the registration requirements of the Securities Act or an exemption therefrom. Unless the Option Shares have been registered under the Securities Act, each certificate evidencing any of the Option Shares shall bear a legend substantially as follows: “The shares represented by this certificate are subject to restrictions on transfer and may not be sold, exchanged, transferred, pledged, hypothecated or other-wise otherwise disposed of except in accordance with and subject to all the terms and conditions of a certain Non-Qualified Stock Option AgreementAgreement dated as of , a copy of which the Company will furnish to the holder of this certificate upon request and without charge.”

Appears in 3 contracts

Samples: Non Qualified Stock Option Agreement (Citrix Systems Inc), Non Qualified Stock Option Agreement (Citrix Systems Inc), Non Qualified Stock Option Agreement (Citrix Systems Inc)

Securities Laws Restrictions on Resale. Until registered under the Securities Act of 1933, as amended, or any successor statute (the “Securities Act”), the Option Shares will be of an illiquid nature and will be deemed to be “restricted securities” for purposes of the Securities Act. Accordingly, such shares must be sold in compliance with the registration requirements of the Securities Act or an exemption therefrom. Unless the Option Shares have been registered under the Securities Act, each certificate evidencing any of the Option Shares shall bear a legend substantially as follows: “The shares represented by this certificate are subject to restrictions on transfer and may not be sold, exchanged, transferred, pledged, hypothecated or other-wise otherwise disposed of except in accordance with and subject to all the terms and conditions of a certain Non-Qualified Stock Option Agreement, a copy of which the Company will furnish to the holder of this certificate upon request and without charge.”

Appears in 2 contracts

Samples: Non Qualified Stock Option Agreement (BG Medicine, Inc.), Non Qualified Stock Option Agreement (BG Medicine, Inc.)

Securities Laws Restrictions on Resale. Until registered under the Securities Act of 1933, as amended, or any successor statute (the “Securities Act”), the Option Shares will be of an illiquid nature and will be deemed to be “restricted securities” for purposes of the Securities Act. Accordingly, such shares must be sold in compliance with the registration requirements of the Securities Act or an exemption therefrom. Unless the Option Shares have been registered under the Securities Act, each certificate evidencing any of the Option Shares shall bear a legend substantially as follows: “The shares represented by this certificate are subject to restrictions on transfer and may not be sold, exchanged, transferred, pledged, hypothecated or other-wise otherwise disposed of except in accordance with and subject to all the terms and conditions of a certain Incentive Stock Option AgreementAgreement dated as of April 15, 2004, a copy of which the Company will furnish to the holder of this certificate upon request and without charge.”

Appears in 2 contracts

Samples: Incentive Stock Option Agreement (BG Medicine, Inc.), Incentive Stock Option Agreement (BG Medicine, Inc.)

Securities Laws Restrictions on Resale. Until registered under the Securities Act of 1933, as amended, or any successor statute (the "Securities Act"), the Option Shares will be of an illiquid nature and will be deemed to be "restricted securities" for purposes of the Securities Act. Accordingly, such shares must be sold in compliance with the registration requirements of the Securities Act or an exemption therefrom. Unless the Option Shares have been registered under the Securities Act, each certificate evidencing any of the Option Shares shall bear a legend substantially as follows: "The shares represented by this certificate are subject to restrictions on transfer and may not be sold, exchanged, transferred, pledged, hypothecated or other-wise otherwise disposed of except in accordance with and subject to all the terms and conditions of a certain Incentive Stock Option Agreement, a copy of which the Company will furnish to the holder of this certificate upon request and without charge."

Appears in 2 contracts

Samples: Incentive Stock Option Agreement (Learningstar Inc), Incentive Stock Option Agreement (Smarterkids Com Inc)

Securities Laws Restrictions on Resale. Until registered under the Securities Act of 1933, as amended, or any successor statute (the “Securities Act”), the Option Shares will be of an illiquid nature and will be deemed to be “restricted securities” for purposes of the Securities Act. Accordingly, such shares must be sold in compliance with the registration requirements of the Securities Act or an exemption therefrom. Unless the Option Shares have been registered under the Securities Act, each certificate evidencing any of the Option Shares shall bear a legend substantially as follows: “The shares represented by this certificate are subject to restrictions on transfer and may not be sold, exchanged, transferred, pledged, hypothecated or other-wise otherwise disposed of except in accordance with and subject to all the terms and conditions of a certain [Incentive] Stock Option AgreementAgreement dated as of [date], a copy of which the Company will furnish to the holder of this certificate upon request and without charge.”

Appears in 2 contracts

Samples: Stock Option Agreement (SALARY.COM, Inc), Incentive Stock Option Agreement (SALARY.COM, Inc)

Securities Laws Restrictions on Resale. Until registered under the Securities Act of 1933, as amended, or any successor statute (the "Securities Act"), the Option Shares will be of an illiquid nature and will be deemed to be "restricted securities" for purposes of the Securities Act. Accordingly, such shares must be sold in compliance with the registration requirements of the Securities Act or an exemption therefrom. Unless the Option Shares have been registered under the Securities Act, each certificate evidencing any of the Option Shares shall bear a legend substantially as follows: "The shares represented by this certificate are subject to restrictions on transfer and may not be sold, exchanged, transferred, pledged, hypothecated or other-wise otherwise disposed of except in accordance with and subject to all the terms and conditions of a certain Stock Option AgreementAgreement dated as of 5/17/01, a copy of which the Company will furnish to the holder of this certificate upon request and without charge."

Appears in 2 contracts

Samples: Stock Option Agreement (Sipex Corp), Stock Option Agreement (Sipex Corp)

Securities Laws Restrictions on Resale. Until registered under the Securities Act of 1933, as amended, or any successor statute (the "Securities Act"), the Option Shares will be of an illiquid nature and will be deemed to be "restricted securities" for purposes of the Securities Act. Accordingly, such shares must be sold in 4 compliance with the registration requirements of the Securities Act or an exemption therefrom. Unless the Option Shares have been registered under the Securities Act, each certificate evidencing any of the Option Shares shall bear a legend substantially as follows: "The shares represented by this certificate are subject to restrictions on transfer and may not be sold, exchanged, transferred, pledged, hypothecated or other-wise otherwise disposed of except in accordance with and subject to all the terms and conditions of a certain Stock Option AgreementAgreement dated as of [_______________], a copy of which the Company will furnish to the holder of this certificate upon request and without charge."

Appears in 1 contract

Samples: Stock Option Agreement (Sipex Corp)

Securities Laws Restrictions on Resale. Until registered under the Securities Act of 1933, as amended, or any successor statute (the “Securities Act”), the Option Shares will be of an illiquid nature and will be deemed to be “restricted securities” for purposes of the Securities Act. Accordingly, such shares must be sold in compliance with the registration requirements of the Securities Act or an exemption therefrom. Unless the Option Shares have been registered under the Securities Act, each certificate evidencing any of the Option Shares shall bear a legend substantially as follows: “The shares represented by this certificate are subject to restrictions on transfer and may not be sold, exchanged, transferred, pledged, hypothecated or other-wise otherwise disposed of except in accordance with and subject to all the terms and conditions of a certain Stock Option Agreement, a copy of which the Company will furnish to the holder of this certificate upon request and without charge.”

Appears in 1 contract

Samples: Consulting Non Qualified Stock Option Agreement (Rib X Pharmaceuticals Inc)

Securities Laws Restrictions on Resale. Until registered under the Securities Act of 1933, as amended, or any successor statute (the “Securities Act”), the Option Shares will be of an illiquid nature and will be deemed to be “restricted securities” for purposes of the Securities Act. Accordingly, such shares must be sold in compliance with the registration requirements of the Securities Act or an exemption therefrom. Unless the Option Shares have been registered under the Securities Act, each certificate evidencing any of the Option Shares shall bear a legend substantially as follows: “The shares represented by this certificate are subject to restrictions on transfer and may not be sold, exchanged, transferred, pledged, hypothecated or other-wise otherwise disposed of except in accordance with and subject to all the terms and conditions of a certain Incentive Stock Option AgreementAgreement dated as of , 20 , a copy of which the Company will furnish to the holder of this certificate upon request and without charge.”

Appears in 1 contract

Samples: Incentive Stock Option Agreement (Homeowners Choice, Inc.)

Securities Laws Restrictions on Resale. Until registered under the Securities Act of 1933, as amended, or any successor statute (the "Securities Act"), the Option Shares will be of an illiquid nature and will be deemed to be "restricted securities" for purposes of the Securities Act. Accordingly, such shares must be sold in compliance with the registration requirements of the Securities Act or an exemption therefrom. Unless the Option Shares have been registered under the Securities Act, each certificate evidencing any of the Option Shares shall bear a legend substantially as follows: "The shares represented by this certificate are subject to restrictions on transfer and may not be sold, exchanged, transferred, pledged, hypothecated or other-wise otherwise disposed of except in accordance with and subject to all the terms and conditions of a certain Stock Option AgreementAgreement dated as of August ____, 1999, a copy of which the Company will furnish to the holder of this certificate upon request and without charge."

Appears in 1 contract

Samples: Stock Option Agreement (Sipex Corp)

Securities Laws Restrictions on Resale. Until registered under the Securities Act of 1933, as amended, or any successor statute (the "Securities Act"), the Option Shares will be of an illiquid nature and will be deemed to be "restricted securities" for purposes of the Securities Act. Accordingly, such shares must be sold in compliance with the registration requirements of the Securities Act or an exemption therefrom. Unless the Option Shares have been registered under the Securities Act, each certificate evidencing any of the Option Shares shall bear a legend substantially as follows: "The shares represented by this certificate are subject to restrictions on transfer and may not be sold, exchanged, transferred, pledged, hypothecated or other-wise otherwise disposed of except in accordance with and subject to all the terms and conditions of a certain [Non-Qualified or Incentive] Stock Option AgreementAgreement dated as of [date], a copy of which the Company will furnish to the holder of this certificate upon request and without charge."

Appears in 1 contract

Samples: 1999 Stock Plan Stock Option Agreement (Matrixone Inc)

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Securities Laws Restrictions on Resale. Until registered under the Securities Act of 1933, as amended, or any successor statute (the “Securities Act”), the Option Shares will be of an illiquid nature and will be deemed to be “restricted securities” for purposes of the Securities Act. Accordingly, such shares must be sold in compliance with the registration requirements of the Securities Act or an exemption therefrom. Unless the Option Shares have been registered under the Securities Act, Act each certificate evidencing any of the Option Shares shall bear a legend substantially as follows: “The shares represented by this certificate are subject to restrictions on transfer and may not be sold, exchanged, transferred, exchanged transferred pledged, hypothecated or other-wise disposed of except in accordance with and subject to all the terms and conditions of a certain Stock Option Agreement, a copy of which the Company will furnish to the holder of this certificate upon request and without charge.”

Appears in 1 contract

Samples: Incentive Stock Option Agreement (Red Hat Inc)

Securities Laws Restrictions on Resale. Until registered under the Securities Act of 1933, as amended, or any successor statute (the "Securities Act"), the Option Shares will be of an illiquid nature and will be deemed to be "restricted securities" for purposes of the Securities Act. Accordingly, such shares must be sold in compliance with the registration requirements of the Securities Act or an exemption therefrom. Unless the Option Shares have been registered under the Securities Act, each certificate evidencing any of the Option Shares shall bear a legend substantially as follows: "The shares represented by this certificate are subject to restrictions on transfer and may not be sold, exchanged, transferred, pledged, hypothecated or other-wise otherwise disposed of except in accordance with and subject to all the terms and conditions of a certain Stock Option AgreementAgreement dated as of ___________ __, ____, a copy of which the Company will furnish to the holder of this certificate upon request and without charge."

Appears in 1 contract

Samples: Non Qualified Stock Option Agreement (Sipex Corp)

Securities Laws Restrictions on Resale. Until registered under the Securities Act of 1933, as amended, or any successor statute (the "Securities Act"), the Option Shares will be of an illiquid nature and will be deemed to be "restricted securities" for purposes of the Securities Act. Accordingly, such shares must be sold in compliance with the registration requirements of the Securities Act or an exemption therefrom. Unless the Option Shares have been registered under the Securities Act, each certificate evidencing any of the Option Shares shall bear a legend substantially as follows: 4 "The shares represented by this certificate are subject to restrictions on transfer and may not be sold, exchanged, transferred, pledged, hypothecated or other-wise otherwise disposed of except in accordance with and subject to all the terms and conditions of a certain Non-Qualified Stock Option AgreementAgreement dated as of [________], a copy of which the Company Corporation will furnish to the holder of this certificate upon request and without charge."

Appears in 1 contract

Samples: Non Qualified Stock Option Agreement (Sipex Corp)

Securities Laws Restrictions on Resale. Until registered under the Securities Act of 1933, as amended, or any successor statute (the “Securities Act”), the Option Shares will be of an illiquid nature and will be deemed to be “restricted securities” for purposes of the Securities Act. Accordingly, such shares must be sold in compliance with the registration requirements of the Securities Act or an exemption therefrom. Unless the Option Shares have been registered under the Securities Act, each certificate evidencing any of the Option Shares shall bear a legend substantially as follows: “The shares represented by this certificate are subject to restrictions on transfer and may not be sold, exchanged, transferred, pledged, hypothecated or other-wise otherwise disposed of except in accordance with and subject to all the terms and conditions of a certain Stock Option AgreementAgreement dated as of , a copy of which the Company will furnish to the holder of this certificate upon request and without charge.”

Appears in 1 contract

Samples: Qualified Stock Option Agreement (Rib X Pharmaceuticals Inc)

Securities Laws Restrictions on Resale. Until registered under the Securities Act of 1933, as amended, or any successor statute (the “Securities Act”), the Option Award Shares will be of an illiquid nature and will be deemed to be “restricted securities” for purposes of the Securities Act. Accordingly, such shares must be sold in compliance with the registration requirements of the Securities Act or an exemption therefrom. Unless the Option Award Shares have been registered under the Securities Act, each certificate evidencing any of the Option Award Shares shall bear a legend substantially as follows: “The shares represented by this certificate are subject to restrictions on transfer and may not be sold, exchanged, transferred, pledged, hypothecated or other-wise otherwise disposed of except in accordance with and subject to all the terms and conditions of a certain Restricted Stock Option Award Agreement, a copy of which the Company will furnish to the holder of this certificate upon request and without charge.”

Appears in 1 contract

Samples: Restricted Stock Award Agreement (Acell Inc)

Securities Laws Restrictions on Resale. Until registered under the Securities Act of 1933, as amended, or any successor statute (the "Securities Act"), the Option Shares will be of an illiquid nature and will be deemed to be "restricted securities" for purposes of the Securities Act. Accordingly, such shares must be sold in compliance with the registration requirements of the Securities Act or an exemption therefrom. Unless the Option Shares have been registered under the Securities Act, each certificate evidencing any of the Option Shares shall bear a legend substantially as follows: "The shares represented by this certificate are subject to restrictions on transfer and may not be sold, exchanged, transferred, pledged, hypothecated or other-wise otherwise disposed of except in accordance with and subject to all the terms and conditions of a certain the attached Incentive Stock Option Agreement, a copy of which the Company will furnish to the holder of this certificate upon request and without charge."

Appears in 1 contract

Samples: Incentive Stock Option Agreement (Insulet Corp)

Securities Laws Restrictions on Resale. Until registered under the Securities Act of 1933, as amended, or any successor statute (the "Securities Act"), the Option Shares will be of an illiquid nature and will be deemed to be "restricted securities" for purposes of the Securities Act. Accordingly, such shares must be sold in compliance with the registration requirements of the Securities Act or an exemption therefrom. Unless the Option Shares have been registered under the Securities Act, each certificate evidencing any of the Option Shares shall bear a legend substantially as follows: "The shares represented by this certificate are subject to restrictions on transfer and may not be sold, exchanged, transferred, pledged, hypothecated or other-wise otherwise disposed of except in accordance with and subject to all the terms and conditions of a certain Stock Option AgreementAgreement dated as of November 23, 1999, a copy of which the Company will furnish to the holder of this certificate upon request and without charge."

Appears in 1 contract

Samples: Stock Option Agreement (Sipex Corp)

Securities Laws Restrictions on Resale. Until registered under the Securities Act of 1933, as amended, or any successor statute (the “Securities Act”), the Option Shares will be of an illiquid nature and will be deemed to be “restricted securities” for purposes of the Securities Act. Accordingly, such shares must be sold in compliance with the registration requirements of the Securities Act or an exemption therefrom. Unless the Option Shares have been registered under the Securities Act, each certificate evidencing any of the Option Shares shall bear a legend substantially as follows: “The shares represented by this certificate are subject to restrictions on transfer and may not be sold, exchanged, transferred, pledged, hypothecated or other-wise otherwise disposed of except in accordance with and subject to all the terms and conditions of a certain Incentive Stock Option Agreement, a copy of which the Company will furnish to the holder of this certificate upon request and without charge.”

Appears in 1 contract

Samples: Incentive Stock Option Agreement (Netscout Systems Inc)

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