Common use of Securities Legend Clause in Contracts

Securities Legend. Each certificate for Common Stock issued upon exercise of this Warrant, unless at the time of exercise such Common Stock are registered under the Securities Act, shall bear the following legend: THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT OR PURSUANT TO AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF SUCH ACT AND APPLICABLE STATE SECURITIES LAWS, SUPPORTED BY AN OPINION OR COUNSEL, REASONABLY SATISFACTORY TO DELICIOUS BRANDS, INC. AND ITS COUNSEL, THAT SUCH REGISTRATION IS NOT REQUIRED. Each such certificate shall also bear a legend indicating that such shares are such subject to a lock-up agreement, if issued prior to the expiration of the lock-up period provided for in Section 9.01 of the Securities Purchase Agreement. Any certificate issued at any time in exchange or substitution for any certificate bearing such legend (except a new certificate issued upon completion of a public distribution pursuant to a registration statement under the Securities Act) shall also bear such legend unless, in the reasonable opinion of counsel to the Company, the securities represented thereby are no longer subject to restrictions on resale under the Securities Act.

Appears in 2 contracts

Samples: Icahn Carl C Et Al, Delicious Brands Inc

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Securities Legend. Each certificate for Common Stock issued upon exercise of this Warrant, unless at the time of exercise such Common Stock are registered under the Securities Act, shall bear the following legend: THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD, PLEDGED OR OTHERWISE TRANSFERRED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT OR PURSUANT TO AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF SUCH ACT AND APPLICABLE STATE SECURITIES LAWS, SUPPORTED BY AN OPINION OR COUNSEL, REASONABLY SATISFACTORY TO DELICIOUS BRANDS, INC. INFOCAST CORPORATION AND ITS COUNSEL, THAT SUCH REGISTRATION IS NOT REQUIRED. Each such certificate shall also bear a legend indicating that such shares are such subject to a lock-up agreement, if issued prior to the expiration of the lock-up period provided for in Section 9.01 of the Securities Purchase Agreement. Any certificate issued at any time in exchange or substitution for any certificate bearing such legend (except a new certificate issued upon completion of a public distribution pursuant to a registration statement under the Securities Act) shall also bear such legend unless, in the reasonable opinion of counsel to the Company, the securities represented thereby are no longer subject to restrictions on resale under the Securities Act.

Appears in 2 contracts

Samples: Infocast Corp /Nv, Infocast Corp /Nv

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