Common use of Securities Legends and Notices Clause in Contracts

Securities Legends and Notices. Subscriber represents and warrants that it has read, considered and understood that the following legends, substantially in the form and substance set forth below, shall be placed on the Securities: THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR QUALIFIED UNDER APPLICABLE STATE SECURITIES LAWS. THE SECURITIES REPRESENTED HEREBY MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF ANY EFFECTIVE REGISTRATION STATEMENT AND QUALIFICATION IN EFFECT WITH RESPECT THERETO UNDER THE SECURITIES ACT AND UNDER ANY APPLICABLE STATE SECURITIES LAW AND AN OPINION OF COUNSEL FOR XXXXXXX INVESTMENTS, INC. THAT SUCH REGISTRATION AND QUALIFICATION IS NOT REQUIRED UNDER APPLICABLE FEDERAL AND STATE SECURITIES LAWS OR AN EXEMPTION THEREFROM. SALE OR OTHER TRANSFER OF THESE SECURITIES IS FURTHER RESTRICTED FOR UP TO 180 DAYS FOLLOWING A PUBLIC OFFERING OF SECURITIES OF THE COMPANY BY THE TERMS OF A SUBSCRIPTION AND PURCHASE AGREEMENT, A COPY OF WHICH IS AVAILABLE FOR INSPECTION AT THE OFFICES OF THE COMPANY.

Securities Legends and Notices. Subscriber Each GEDG Member represents and warrants that it the GEDG Member has read, considered and understood that the following legendslegend, and agrees that such legend, substantially in the form and substance set forth below, shall be placed on all of the Securitiescertificates representing the Acquisition Shares: THE SECURITIES SHARES OF COMMON STOCK REPRESENTED HEREBY BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "“SECURITIES ACT"”) OR QUALIFIED UNDER APPLICABLE STATE SECURITIES LAWS. THE SECURITIES REPRESENTED HEREBY THIS COMMON STOCK MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF ANY AN EFFECTIVE REGISTRATION STATEMENT AND QUALIFICATION IN EFFECT WITH RESPECT THERETO UNDER THE SECURITIES ACT AND UNDER ANY APPLICABLE STATE SECURITIES LAW OR WITHOUT THE PRIOR WRITTEN CONSENT OF GLOBAL ENERGY GROUP, INC. AND AN OPINION OF GLOBAL ENERGY GROUP, INC.’S COUNSEL, OR AN OPINION FROM COUNSEL FOR XXXXXXX INVESTMENTSTHE HOLDER HEREOF, INC. ACCEPTABLE TO THE COMPANY, THAT SUCH REGISTRATION AND QUALIFICATION IS NOT REQUIRED UNDER APPLICABLE FEDERAL AND STATE SECURITIES LAWS OR AN EXEMPTION THEREFROM. SALE OR OTHER TRANSFER OF THESE SECURITIES IS FURTHER RESTRICTED FOR UP TO 180 DAYS FOLLOWING A PUBLIC OFFERING OF SECURITIES OF THE COMPANY BY THE TERMS OF A SUBSCRIPTION AND PURCHASE AGREEMENT, A COPY OF WHICH IS AVAILABLE FOR INSPECTION AT THE OFFICES OF THE COMPANY.

Securities Legends and Notices. Subscriber SBL represents and warrants that it has read, considered and understood that the following legends, and agrees that such legends, substantially in the form and substance set forth below, shall be placed on all of the Securitiescertificates representing the New Series of Preferred: New Series of Preferred Legends NEITHER THIS PREFERRED STOCK NOR ANY SHARES OF COMMON STOCK ISSUABLE UPON THE SECURITIES REPRESENTED HEREBY CONVERSION OF THIS PREFERRED STOCK HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR QUALIFIED UNDER APPLICABLE STATE SECURITIES LAWS. THIS PREFERRED STOCK AND THE SECURITIES REPRESENTED HEREBY COMMON STOCK ISSUABLE UPON CONVERSION OF THIS PREFERRED STOCK MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF ANY AN EFFECTIVE REGISTRATION STATEMENT AND QUALIFICATION IN EFFECT WITH RESPECT THERETO UNDER THE SECURITIES ACT AND UNDER ANY APPLICABLE STATE SECURITIES LAW OR WITHOUT THE PRIOR WRITTEN CONSENT OF LSB INDUSTRIES, INC. AND AN OPINION OF LSB INDUSTRIES, INC.'S COUNSEL, OR AN OPINION FROM COUNSEL FOR XXXXXXX INVESTMENTSTHE HOLDER HEREOF, INC. WHICH OPINION IS SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATION AND QUALIFICATION IS NOT REQUIRED UNDER APPLICABLE FEDERAL AND STATE SECURITIES LAWS OR AN EXEMPTION THEREFROM. SALE OR OTHER TRANSFER OF THESE SECURITIES IS FURTHER RESTRICTED FOR UP TO 180 DAYS FOLLOWING A PUBLIC OFFERING OF SECURITIES OF THE COMPANY BY THE TERMS OF A SUBSCRIPTION AND PURCHASE AGREEMENT, A COPY OF WHICH IS AVAILABLE FOR INSPECTION AT THE OFFICES OF THE COMPANY.

Securities Legends and Notices. Subscriber SBL represents and warrants that it has read, considered and understood that the following legends, and agrees that such legends, substantially in the form and substance set forth below, shall be placed on all of the Securitiescertificates representing the New Series of Preferred: New Series of Preferred Legends NEITHER THIS PREFERRED STOCK NOR ANY SHARES OF COMMON STOCK ISSUABLE UPON THE SECURITIES REPRESENTED HEREBY CONVERSION OF THIS PREFERRED STOCK HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"ASECURITIES ACT@) OR QUALIFIED UNDER APPLICABLE STATE SECURITIES LAWS. THIS PREFERRED STOCK AND THE SECURITIES REPRESENTED HEREBY COMMON STOCK ISSUABLE UPON CONVERSION OF THIS PREFERRED STOCK MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF ANY AN EFFECTIVE REGISTRATION STATEMENT AND QUALIFICATION IN EFFECT WITH RESPECT THERETO UNDER THE SECURITIES ACT AND UNDER ANY APPLICABLE STATE SECURITIES LAW OR WITHOUT THE PRIOR WRITTEN CONSENT OF LSB INDUSTRIES, INC. AND AN OPINION OF LSB INDUSTRIES, INC.'S COUNSEL, OR AN OPINION FROM COUNSEL FOR XXXXXXX INVESTMENTSTHE HOLDER HEREOF, INC. WHICH OPINION IS SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATION AND QUALIFICATION IS NOT REQUIRED UNDER APPLICABLE FEDERAL AND STATE SECURITIES LAWS OR AN EXEMPTION THEREFROM. SALE OR OTHER TRANSFER OF THESE SECURITIES IS FURTHER RESTRICTED FOR UP TO 180 DAYS FOLLOWING A PUBLIC OFFERING OF SECURITIES OF THE COMPANY BY THE TERMS OF A SUBSCRIPTION AND PURCHASE AGREEMENT, A COPY OF WHICH IS AVAILABLE FOR INSPECTION AT THE OFFICES OF THE COMPANY.

Securities Legends and Notices. Subscriber represents and warrants that it has read, considered and understood that the following legends, and agrees that such legends, substantially in the form and substance set forth below, shall be placed on all of the Securitiescertificates representing the Series 5 Preferred Stock: Series 5 Preferred Stock Legends NEITHER THIS PREFERRED STOCK NOR ANY SHARES OF COMMON STOCK ISSUABLE UPON THE SECURITIES REPRESENTED HEREBY CONVERSION OF THIS PREFERRED STOCK HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR QUALIFIED UNDER APPLICABLE STATE SECURITIES LAWS. THIS PREFERRED STOCK AND THE SECURITIES REPRESENTED HEREBY COMMON STOCK ISSUABLE UPON CONVERSION OF THIS PREFERRED STOCK MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF ANY AN EFFECTIVE REGISTRATION STATEMENT AND QUALIFICATION IN EFFECT WITH RESPECT THERETO UNDER THE SECURITIES ACT AND UNDER ANY APPLICABLE STATE SECURITIES LAW OR WITHOUT THE PRIOR WRITTEN CONSENT OF PERMA-FIX ENVIRONMENTAL SERVICES, INC. AND AN OPINION OF PERMA-FIX ENVIRONMENTAL SERVICES, INC.'S COUNSEL, OR AN OPINION FROM COUNSEL FOR XXXXXXX INVESTMENTSTHE HOLDER HEREOF, INC. WHICH OPINION IS SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATION AND QUALIFICATION IS NOT REQUIRED UNDER APPLICABLE FEDERAL AND STATE SECURITIES LAWS OR AN EXEMPTION THEREFROM. SALE OR OTHER TRANSFER NOTWITHSTANDING THE FOREGOING, THE SHARES OF THESE SECURITIES IS FURTHER RESTRICTED FOR UP COMMON STOCK ISSUABLE UPON CONVERSION OF THIS PREFERRED STOCK ARE ALSO SUBJECT TO 180 DAYS FOLLOWING A PUBLIC OFFERING OF SECURITIES OF THE COMPANY BY THE TERMS OF A REGISTRATION RIGHTS SET FORTH IN THAT CERTAIN SUBSCRIPTION AND PURCHASE AGREEMENTAGREEMENT BY AND BETWEEN THE HOLDER HEREOF AND THE COMPANY, DATED JULY 7, 1997, A COPY OF WHICH IS AVAILABLE FOR INSPECTION ON FILE AT THE OFFICES OF THE COMPANY'S PRINCIPAL EXECUTIVE OFFICE.

Securities Legends and Notices. Subscriber represents and warrants that it has read, considered and understood that the following legendslegend, and agrees that such legend, substantially in the form and substance set forth below, shall be placed on all of the Securitiescertificates representing the Shares: THE SECURITIES SHARES OF COMMON STOCK REPRESENTED HEREBY BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR QUALIFIED UNDER APPLICABLE STATE SECURITIES LAWS. THE SECURITIES REPRESENTED HEREBY THIS COMMON STOCK MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF ANY AN EFFECTIVE REGISTRATION STATEMENT AND QUALIFICATION IN EFFECT WITH RESPECT THERETO UNDER THE SECURITIES ACT AND UNDER ANY APPLICABLE STATE SECURITIES LAW OR WITHOUT THE PRIOR WRITTEN CONSENT OF LSB INDUSTRIES, INC. AND AN OPINION OF LSB INDUSTRIES, INC.'S COUNSEL, OR AN OPINION FROM COUNSEL FOR XXXXXXX INVESTMENTSTHE HOLDER HEREOF, INC. ACCEPTABLE TO THE COMPANY, THAT SUCH REGISTRATION AND QUALIFICATION IS NOT REQUIRED UNDER APPLICABLE FEDERAL AND STATE SECURITIES LAWS OR AN EXEMPTION THEREFROM. SALE OR OTHER TRANSFER OF THESE SECURITIES IS FURTHER RESTRICTED FOR UP TO 180 DAYS FOLLOWING A PUBLIC OFFERING OF SECURITIES OF THE COMPANY BY THE TERMS OF A SUBSCRIPTION AND PURCHASE AGREEMENT, A COPY OF WHICH IS AVAILABLE FOR INSPECTION AT THE OFFICES OF THE COMPANY.

Securities Legends and Notices. Subscriber represents and warrants that it has read, considered and understood that the following legends, and agrees that such legends, substantially in the form and substance set forth below, shall be placed on all of the Securitiescertificates representing the Series 17 Preferred: Series 17 Preferred Legends NEITHER THIS PREFERRED STOCK NOR ANY SHARES OF COMMON STOCK ISSUABLE UPON THE SECURITIES REPRESENTED HEREBY CONVERSION OF THIS PREFERRED STOCK HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR QUALIFIED UNDER APPLICABLE STATE SECURITIES LAWS. THIS PREFERRED STOCK AND THE SECURITIES REPRESENTED HEREBY COMMON STOCK ISSUABLE UPON CONVERSION OF THIS PREFERRED STOCK MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF ANY AN EFFECTIVE REGISTRATION STATEMENT AND QUALIFICATION IN EFFECT WITH RESPECT THERETO UNDER THE SECURITIES ACT AND UNDER ANY APPLICABLE STATE SECURITIES LAW OR WITHOUT THE PRIOR WRITTEN CONSENT OF PERMA-FIX ENVIRONMENTAL SERVICES, INC. AND AN OPINION OF PERMA-FIX ENVIRONMENTAL SERVICES, INC.'S COUNSEL, OR AN OPINION FROM COUNSEL FOR XXXXXXX INVESTMENTSTHE HOLDER HEREOF, INC. WHICH OPINION IS SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATION AND QUALIFICATION IS NOT REQUIRED UNDER APPLICABLE FEDERAL AND STATE SECURITIES LAWS OR AN EXEMPTION THEREFROM. SALE OR OTHER TRANSFER OF THESE SECURITIES IS FURTHER RESTRICTED FOR UP TO 180 DAYS FOLLOWING A PUBLIC OFFERING OF SECURITIES OF THE COMPANY BY THE TERMS OF A SUBSCRIPTION AND PURCHASE AGREEMENT, A COPY OF WHICH IS AVAILABLE FOR INSPECTION AT THE OFFICES OF THE COMPANY.

Securities Legends and Notices. Subscriber represents and warrants that it has read, considered and understood that the following legends, and agrees that such legends, substantially in the form and substance set forth below, shall be placed on all of the Securitiescertificates representing the Warrants, Warrant Shares, and issuable shares as indicated: Warrant Legends _______________ NEITHER THIS WARRANT NOR ANY SHARES OF COMMON STOCK ISSUABLE UPON THE EXERCISE OF THIS WARRANT, HAVE BEEN REGISTERED UNDER THE SECURITIES REPRESENTED HEREBY ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR QUALIFIED UNDER APPLICABLE STATE SECURITIES LAWS. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AND QUALIFICATION IN EFFECT WITH RESPECT THERETO UNDER THE SECURITIES ACT AND UNDER ANY APPLICABLE STATE SECURITIES LAW OR WITHOUT THE PRIOR WRITTEN CONSENT OF PERMA-FIX ENVIRONMENTAL SERVICES, INC. (THE ACOMPANY@) AND AN OPINION OF THE COMPANY=S COUNSEL, OR AN OPINION FROM COUNSEL FOR THE HOLDER HEREOF, WHICH OPINION IS SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATION AND QUALIFICATION IS NOT REQUIRED UNDER APPLICABLE FEDERAL AND STATE SECURITIES LAWS OR AN EXEMPTION THEREFROM. NOTWITHSTANDING THE FOREGOING, THE SHARES ISSUABLE UPON EXERCISE ARE SUBJECT TO THE TERMS SET FORTH IN THAT CERTAIN LETTER AGREEMENT BETWEEN RBB BANK AKTIENGESELLSCHAFT AND THE COMPANY, DATED AS OF OCTOBER 29, 2000, A COPY OF WHICH IS ON FILE AT THE COMPANY'S PRINCIPAL EXECUTIVE OFFICE. Warrant Shares and Issuable Shares Legends __________________________________________ THESE SHARES OF COMMON STOCK, HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR QUALIFIED UNDER APPLICABLE STATE SECURITIES LAWS. THE SECURITIES REPRESENTED HEREBY THIS COMMON STOCK MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF ANY AN EFFECTIVE REGISTRATION STATEMENT AND QUALIFICATION IN EFFECT WITH RESPECT THERETO UNDER THE SECURITIES ACT AND UNDER ANY APPLICABLE STATE SECURITIES LAW OR WITHOUT THE PRIOR WRITTEN CONSENT OF PERMA-FIX ENVIRONMENTAL SERVICES, INC. (THE ACOMPANY@) AND AN OPINION OF THE COMPANY=S COUNSEL, OR AN OPINION FROM COUNSEL FOR XXXXXXX INVESTMENTSTHE HOLDER HEREOF, INC. WHICH OPINION IS SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATION AND QUALIFICATION IS NOT REQUIRED UNDER APPLICABLE FEDERAL AND STATE SECURITIES LAWS OR AN EXEMPTION THEREFROM. SALE OR OTHER TRANSFER NOTWITHSTANDING THE FOREGOING, THESE SHARES OF THESE SECURITIES IS FURTHER RESTRICTED FOR UP COMMON STOCK ARE SUBJECT TO 180 DAYS FOLLOWING A PUBLIC OFFERING OF SECURITIES OF THE COMPANY BY THE TERMS SET FORTH IN THAT CERTAIN LETTER AGREEMENT BETWEEN RBB BANK AKTIENGESELLSCHAFT AND THE COMPANY, DATED AS OF A SUBSCRIPTION AND PURCHASE AGREEMENTOCTOBER 29, 2000, A COPY OF WHICH IS AVAILABLE FOR INSPECTION ON FILE AT THE OFFICES OF THE COMPANY'S PRINCIPAL EXECUTIVE OFFICE.

Securities Legends and Notices. Subscriber represents and warrants that it has read, considered and understood that the following legends, and agrees that such legends, substantially in the form and substance set forth below, shall be placed on all of the Securitiescertificates representing the Series 13 Preferred: Series 13 Preferred Legends NEITHER THIS PREFERRED STOCK NOR ANY SHARES OF COMMON STOCK ISSUABLE UPON THE CONVERSION OF THIS PREFERRED STOCK HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR QUALIFIED UNDER APPLICABLE STATE SECURITIES LAWS. THIS PREFERRED STOCK AND THE COMMON STOCK ISSUABLE UPON CONVERSION OF THIS PREFERRED STOCK MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AND QUALIFICATION IN EFFECT WITH RESPECT THERETO UNDER THE SECURITIES ACT AND UNDER ANY APPLICABLE STATE SECURITIES LAW OR WITHOUT THE PRIOR WRITTEN CONSENT OF PERMA-FIX ENVIRONMENTAL SERVICES, INC. AND AN OPINION OF PERMA-FIX ENVIRONMENTAL SERVICES, INC.'S COUNSEL, OR AN OPINION FROM COUNSEL FOR THE HOLDER HEREOF, WHICH OPINION IS SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATION AND QUALIFICATION IS NOT REQUIRED UNDER APPLICABLE FEDERAL AND STATE SECURITIES LAWS OR AN EXEMPTION THEREFROM. NOTWITHSTANDING THE FOREGOING, THE SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION ARE ALSO SUBJECT TO THE REGISTRATION RIGHTS SET FORTH IN THAT CERTAIN SUBSCRIPTION AGREEMENT BY AND BETWEEN THE HOLDER HEREOF AND THE COMPANY, DATED AS OF JUNE 30, 1998, A COPY OF WHICH IS ON FILE AT THE COMPANY'S PRINCIPAL EXECUTIVE OFFICE. Conversion Shares Legends THE SHARES OF COMMON STOCK REPRESENTED HEREBY BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR QUALIFIED UNDER APPLICABLE STATE SECURITIES LAWS. THE SECURITIES REPRESENTED HEREBY THIS COMMON STOCK MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF ANY AN EFFECTIVE REGISTRATION STATEMENT AND QUALIFICATION IN EFFECT WITH RESPECT THERETO UNDER THE SECURITIES ACT AND UNDER ANY APPLICABLE STATE SECURITIES LAW OR WITHOUT THE PRIOR WRITTEN CONSENT OF PERMA-FIX ENVIRONMENTAL SERVICES, INC. AND AN OPINION OF PERMA-FIX ENVIRONMENTAL SERVICES, INC.'S COUNSEL, OR AN OPINION FROM COUNSEL FOR XXXXXXX INVESTMENTSTHE HOLDER HEREOF, INC. WHICH OPINION IS SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATION AND QUALIFICATION IS NOT REQUIRED UNDER APPLICABLE FEDERAL AND STATE SECURITIES LAWS OR AN EXEMPTION THEREFROM. SALE OR OTHER TRANSFER NOTWITHSTANDING THE FOREGOING, THESE SHARES OF THESE SECURITIES IS FURTHER RESTRICTED FOR UP COMMON STOCK ARE ALSO SUBJECT TO 180 DAYS FOLLOWING A PUBLIC OFFERING THE REGISTRATION RIGHTS SET FORTH IN THAT CERTAIN SUBSCRIPTION AGREEMENT BY AND BETWEEN THE HOLDER HEREOF AND THE COMPANY, DATED AS OF SECURITIES OF THE COMPANY BY THE TERMS OF A SUBSCRIPTION AND PURCHASE AGREEMENTJUNE 30, 1998, A COPY OF WHICH IS AVAILABLE FOR INSPECTION ON FILE AT THE OFFICES OF THE COMPANY'S PRINCIPAL EXECUTIVE OFFICE.