Securities Laws Restrictions. Sponsor agrees not to sell, transfer, pledge, hypothecate or otherwise dispose of all or any part of the Securities unless, prior thereto (a) a registration statement on the appropriate form under the Securities Act and applicable state securities laws with respect to the Securities proposed to be transferred shall then be effective or (b) the Company shall have received an opinion from counsel reasonably satisfactory to the Company, that such registration is not required because such transaction complies with the Securities Act and the rules promulgated by the Securities and Exchange Commission thereunder and with all applicable state securities laws.
Appears in 6 contracts
Samples: Securities Purchase Option Agreement (ROI Acquisition Corp.), Securities Purchase Option Agreement (ROI Acquisition Corp.), Securities Purchase Option Agreement (ROI Acquisition Corp.)
Securities Laws Restrictions. Sponsor agrees not to sell, transfer, pledge, hypothecate or otherwise dispose of all or any part of the Securities unless, prior thereto (a) a registration statement on the appropriate form under the Securities Act and applicable state securities laws with respect to the Securities proposed to be transferred shall then be effective or (b) the Company shall have received an opinion from counsel reasonably satisfactory to the Company, that such registration is not required because such transaction complies with the Securities Act and the rules promulgated by the Securities and Exchange Commission SEC thereunder and with all applicable state securities laws.
Appears in 6 contracts
Samples: Amended and Restated Unit Subscription Agreement (Empeiria Acquisition Corp), Second Amended and Restated Unit Subscription Agreement (Empeiria Acquisition Corp), Unit Subscription Agreement (Empeiria Acquisition Corp)
Securities Laws Restrictions. Sponsor Each of the Sponsors agrees not to sell, transfer, pledge, hypothecate or otherwise dispose of all or any part of the Securities unless, prior thereto (a) a registration statement on the appropriate form under the Securities Act and applicable state securities laws with respect to the Securities proposed to be transferred shall then be effective or (b) the Company shall have received an opinion from counsel reasonably satisfactory to the Company, that such registration is not required because such transaction complies with the Securities Act and the rules promulgated by the Securities and Exchange Commission thereunder and with all applicable state securities laws.
Appears in 4 contracts
Samples: Sponsors Warrants Purchase Agreement (Infinity Cross Border Acquisition Corp), Sponsors Warrants Purchase Agreement (Infinity Cross Border Acquisition Corp), Sponsors Warrants Purchase Agreement (Infinity China 1 Acquisition Corp)
