Common use of Termination of Restrictions; Removal of Legend Clause in Contracts

Termination of Restrictions; Removal of Legend. (a) The Regulation S Restrictive Legend may be removed (and the restrictions on the transferability of the Note, the Fee Shares and New Equity Securities shall terminate) when () the sale of the Note, the Fee Shares and New Equity Securities, as the case may be, have been registered under the Act and sold by the holder thereof in accordance with such registration, () a written opinion to the effect that such restrictions are no longer required or necessary under any federal or state securities law or regulation has been received from counsel for the holder thereof (provided that such counsel, and the form and substance of such opinion, are reasonably satisfactory to the Company) or counsel for the Company, () the Note, the Fee Shares and New Equity Securities, as the case may be, have been sold without registration under the Act in compliance with Rule 144 or Rule 144A promulgated under the Act, () the Company is reasonably satisfied that the holder of the Note, the Fee Shares and New Equity Securities, as the case may be, shall be entitled to sell the Note, the Fee Shares and New Equity Securities in accordance with the terms of Subsection (k) of Rule 144 or of Rule 144A promulgated under the Act, or () a letter or an order has been issued to the holder thereof by the staff of the Securities and Exchange Commission (the "Commission") stating that no enforcement action shall be recommended by such staff or taken by the Commission if the Note, the Fee Shares or New Equity Securities, as the case may be, are transferred in the United States or to a U.S. Person without registration under the Act in accordance with the conditions set forth in such letter or order and such letter or order specifies that no subsequent restrictions on transfer are required.

Termination of Restrictions; Removal of Legend. (a) The Regulation S Restrictive Legend may be removed (and the restrictions on the transferability of the Note, the Fee Shares Note and New Equity Securities shall terminate) when () the sale of the Note, the Fee Shares Note and New Equity Securities, as the case may be, have been registered under the Act and sold by the holder thereof in accordance with such registration, () a written opinion to the effect that such restrictions are no longer required or necessary under any federal or state securities law or regulation has been received from counsel for the holder thereof (provided that such counsel, and the form and substance of such opinion, are reasonably satisfactory to the Company) or counsel for the Company, () the Note, the Fee Shares Note and New Equity Securities, as the case may be, have been sold without registration under the Act in compliance with Rule 144 or Rule 144A promulgated under the Act, () the Company is reasonably satisfied that the holder of the Note, the Fee Shares Note and New Equity Securities, as the case may be, shall be entitled to sell the Note, the Fee Shares Note and New Equity Securities in accordance with the terms of Subsection (k) of Rule 144 or of Rule 144A promulgated under the Act, or () a letter or an order has been issued to the holder thereof by the staff of the Securities and Exchange Commission (the "Commission") stating that no enforcement action shall be recommended by such staff or taken by the Commission if the Note, the Fee Shares Note or New Equity Securities, as the case may be, are transferred in the United States or to a U.S. Person without registration under the Act in accordance with the conditions set forth in such letter or order and such letter or order specifies that no subsequent restrictions on transfer are required.

Termination of Restrictions; Removal of Legend. (a) The Regulation S Restrictive Legend may be removed (and the restrictions on the transferability of the Note, the Fee Shares Multi-Draw Term Loan Note and New Equity Securities shall terminate) when () the sale of the Note, the Fee Shares Multi-Draw Term Loan Note and New Equity Securities, as the case may be, have been registered under the Act and sold by the holder thereof in accordance with such registration, () a written opinion to the effect that such restrictions are no longer required or necessary under any federal or state securities law or regulation has been received from counsel for the holder thereof (provided that such counsel, and the form and substance of such opinion, are reasonably satisfactory to the Company) or counsel for the Company, () the Note, the Fee Shares Multi-Draw Term Loan Note and New Equity Securities, as the case may be, have been sold without registration under the Act in compliance with Rule 144 or Rule 144A promulgated under the Act, () the Company is reasonably satisfied that the holder of the Note, the Fee Shares Multi-Draw Term Loan Note and New Equity Securities, as the case may be, shall be entitled to sell the Note, the Fee Shares Multi-Draw Term Loan Note and New Equity Securities in accordance with the terms of Subsection (k) of Rule 144 or of Rule 144A promulgated under the Act, or () a letter or an order has been issued to the holder thereof by the staff of the Securities and Exchange Commission (the "Commission") stating that no enforcement action shall be recommended by such staff or taken by the Commission if the Note, the Fee Shares Note Multi-Draw Term Loan or New Equity Securities, as the case may be, are transferred in the United States or to a U.S. Person without registration under the Act in accordance with the conditions set forth in such letter or order and such letter or order specifies that no subsequent restrictions on transfer are required.

Termination of Restrictions; Removal of Legend. (a) The Regulation S Restrictive Legend may be removed (and the restrictions on the transferability of the Note, the Fee Shares Multi-Draw Term Loan Note and New Equity Securities shall terminate) when (i) the sale of the Note, the Fee Shares Multi-Draw Term Loan Note and New Equity Securities, as the case may be, have been registered under the Act and sold by the holder thereof in accordance with such registration, (ii) a written opinion to the effect that such restrictions are no longer required or necessary under any federal or state securities law or regulation has been received from counsel for the holder thereof (provided that such counsel, and the form and substance of such opinion, are reasonably satisfactory to the Company) or counsel for the Company, (iii) the Note, the Fee Shares Multi-Draw Term Loan Note and New Equity Securities, as the case may be, have been sold without registration under the Act in compliance with Rule 144 or Rule 144A promulgated under the Act, (iv) the Company is reasonably satisfied that the holder of the Note, the Fee Shares Multi-Draw Term Loan Note and New Equity Securities, as the case may be, shall be entitled to sell the Note, the Fee Shares Multi-Draw Term Loan Note and New Equity Securities in accordance with the terms of Subsection (k) of Rule 144 or of Rule 144A promulgated under the Act, or (v) a letter or an order has been issued to the holder thereof by the staff of the Securities and Exchange Commission (the "Commission") stating that no enforcement action shall be recommended by such staff or taken by the Commission if the Note, the Fee Shares Note Multi-Draw Term Loan or New Equity Securities, as the case may be, are transferred in the United States or to a U.S. Person without registration under the Act in accordance with the conditions set forth in such letter or order and such letter or order specifies that no subsequent restrictions on transfer are required.” Except as amended hereby, all of the provisions of the Agreement remain in full force and effect.

Termination of Restrictions; Removal of Legend. (a) The Regulation S Restrictive Legend may be removed (and the restrictions on the transferability of the Note, the Fee Shares and New Equity Securities Multi-Draw Term Loan Note shall terminate) when (i) the sale of the Multi-Draw Term Loan Note, the Fee Shares and New Equity Securities, as the case may be, have has been registered under the Act and sold by the holder thereof in accordance with such registration, (ii) a written opinion to the effect that such restrictions are no longer required or necessary under any federal or state securities law or regulation has been received from counsel for the holder thereof (provided that such counsel, and the form and substance of such opinion, are reasonably satisfactory to the Company) or counsel for the Company, (iii) the Multi-Draw Term Loan Note, the Fee Shares and New Equity Securities, as the case may be, have has been sold without registration under the Act in compliance with Rule 144 or Rule 144A promulgated under the Act, (iv) the Company is reasonably satisfied that the holder of the Note, the Fee Shares Multi-Draw Term Loan Note and New Equity Securities, as the case may be, shall be entitled to sell the Note, the Fee Shares and New Equity Securities Multi-Draw Term Loan Note in accordance with the terms of Subsection (k) of Rule 144 or of Rule 144A promulgated under the Act, or (v) a letter or an order has been issued to the holder thereof by the staff of the Securities and Exchange Commission (the "Commission") stating that no enforcement action shall be recommended by such staff or taken by the Commission if the Note, the Fee Shares or New Equity Securities, as the case may beNote Multi-Draw Term Loan, are transferred in the United States or to a U.S. Person without registration under the Act in accordance with the conditions set forth in such letter or order and such letter or order specifies that no subsequent restrictions on transfer are required.

Termination of Restrictions; Removal of Legend. (a) The Regulation S Restrictive Legend may be removed (and the restrictions on the transferability of the Note, the Fee Shares and New Equity Securities shall terminate) when (i) the sale of the Note, the Fee Shares and New Equity Securities, as the case may be, have been registered under the Act and sold by the holder thereof in accordance with such registration, (ii) a written opinion to the effect that such restrictions are no longer required or necessary under any federal or state securities law or regulation has been received from counsel for the holder thereof (provided that such counsel, and the form and substance of such opinion, are reasonably satisfactory to the Company) or counsel for the Company, (iii) the Note, the Fee Shares and New Equity Securities, as the case may be, have been sold without registration under the Act in compliance with Rule 144 or Rule 144A promulgated under the Act, (iv) the Company is reasonably satisfied that the holder of the Note, the Fee Shares and New Equity Securities, as the case may be, shall be entitled to sell the Note, the Fee Shares and New Equity Securities in accordance with the terms of Subsection (k) of Rule 144 or of Rule 144A promulgated under the Act, or (v) a letter or an order has been issued to the holder thereof by the staff of the Securities and Exchange Commission (the "Commission") stating that no enforcement action shall be recommended by such staff or taken by the Commission if the Note, the Fee Shares or New Equity Securities, as the case may be, are transferred in the United States or to a U.S. Person without registration under the Act in accordance with the conditions set forth in such letter or order and such letter or order specifies that no subsequent restrictions on transfer are required.