Common use of Transfer of Registrable Shares After Registration; Suspension Clause in Contracts

Transfer of Registrable Shares After Registration; Suspension. (i) The Purchasers agree that they will not offer to sell or make any sale, assignment, pledge, hypothecation or other transfer with respect to the Registrable Shares that would constitute a sale within the meaning of the Securities Act except pursuant to either (1) the Registration Statement, (2) Rule 144 of the Securities Act or (3) any other exemption from registration under the Securities Act, and that they will promptly notify the Company of any changes in the information set forth in the Registration Statement after it is prepared regarding the Purchaser or its plan of distribution to the extent required by applicable law.

Appears in 8 contracts

Samples: Securities Purchase Agreement (Globecomm Systems Inc), Common Stock and Warrant Purchase Agreement (Physiometrix Inc), Securities Purchase Agreement (Applied Imaging Corp)

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Transfer of Registrable Shares After Registration; Suspension. (i) The Purchasers agree that they will not offer to sell or make any sale, assignment, pledge, hypothecation or other transfer with respect to the Registrable Shares that would constitute a sale within the meaning of the Securities Act except pursuant to either (1) the Registration StatementStatement in the manner described in the “Plan of Distribution” therein, (2) Rule 144 of the Securities Act or (3) any other exemption from registration under the Securities Act, and that they will promptly notify the Company of any changes in the information set forth in the Registration Statement after it is prepared regarding the Purchaser or its plan of distribution to the extent required by applicable law.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Zix Corp), Securities Purchase Agreement (Zix Corp), Securities Purchase Agreement (Zix Corp)

Transfer of Registrable Shares After Registration; Suspension. (ia) The Purchasers agree Manager agrees that they it will not offer to sell or make any sale, assignment, pledge, hypothecation or other transfer with respect to the Registrable Shares that would constitute a sale within the meaning of the Securities Act except pursuant to either (1i) subject to the requirements of Schedule A attached hereto, the Registration StatementStatement referred to in Section 1.1, or (2ii) Rule 144 of the Securities Act or (3) any other exemption from registration under the Securities Actsuccessor rule thereto, and that they it will promptly notify the Company of any changes in the information set forth in the Registration Statement after it is prepared regarding the Purchaser Manager or its the intended plan of distribution of the Registrable Shares to the extent required by applicable lawsecurities laws.

Appears in 3 contracts

Samples: Registration Rights Agreement (Boeing Co), Registration Rights Agreement (Boeing Co), Registration Rights Agreement (Boeing Co)

Transfer of Registrable Shares After Registration; Suspension. (i) The Purchasers agree Each Purchaser agrees that they it will not offer to sell or make any sale, assignment, pledge, hypothecation or other transfer with respect to the Registrable Shares that would constitute a sale within the meaning of the Securities Act except pursuant to either (1) the Registration Statement, (2) Rule 144 of the Securities Act or (3) any other another exemption from registration under the Securities Act, and that they it will promptly notify the Company of any changes in the information set forth in the Registration Statement after it is prepared regarding the Purchaser or its plan of distribution to the extent required by applicable law.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Iomai Corp), Securities Purchase Agreement (Biopure Corp), Securities Purchase Agreement (Biopure Corp)

Transfer of Registrable Shares After Registration; Suspension. (i) The Purchasers agree that they will not offer to sell or make any sale, assignment, pledge, hypothecation or other transfer with respect to the Registrable Shares that would constitute a sale within the meaning of the Securities Act except pursuant to either (1) the Registration StatementStatement in the manner described in the "Plan of Distribution" therein, (2) Rule 144 of the Securities Act or (3) any other exemption from registration under the Securities Act, and that they will promptly notify the Company of any changes in the information set forth in the Registration Statement after it is prepared regarding the Purchaser or its plan of distribution to the extent required by applicable law.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Northwest Biotherapeutics Inc), Securities Purchase Agreement (Gvi Security Solutions Inc)

Transfer of Registrable Shares After Registration; Suspension. (i) The Purchasers agree that they will not offer to sell or make any sale, assignment, pledge, hypothecation or other transfer with respect to the Registrable Shares that would constitute a sale within the meaning of the Securities Act except pursuant to either (1i) the Registration Statement, Statement referred to in Section 5(a) or (2ii) Rule 144 of the Securities Act or (3) any other exemption from registration under the Securities Act144, and that they will promptly notify the Company of any changes in the information set forth in the Registration Statement after it is prepared regarding the Purchaser or its plan of distribution to the extent required by applicable law.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Probusiness Services Inc), Common Stock Purchase Agreement (General Atlantic Partners LLC)

Transfer of Registrable Shares After Registration; Suspension. (i) The Purchasers agree Each Purchaser agrees that they it will not offer to sell or make any sale, assignment, pledge, hypothecation or other transfer with respect to the Registrable Shares that would constitute a sale within the meaning of the Securities Act except pursuant to either (1) the Registration Statement, (2Statement referred to in Section 5(a) Rule 144 of the Securities Act or (3) any other pursuant to an exemption from the registration requirements under the Securities Act, and that they it will promptly notify the Company of any changes in the information set forth in the Registration Statement after it is prepared regarding the Purchaser or its plan of distribution to the extent required by applicable law.

Appears in 2 contracts

Samples: Convertible Note and Warrant Purchase Agreement (Bulldog Technologies Inc), Common Stock and Warrant Purchase Agreement (Proxim Inc /De/)

Transfer of Registrable Shares After Registration; Suspension. (i) The Purchasers agree Each Purchaser agrees that they it will not offer to sell or make any sale, assignment, pledge, hypothecation or other transfer with respect to the Registrable Shares that would constitute a sale within the meaning of the Securities Act except pursuant to either (1A) the Registration Statement, (2B) Rule 144 of the Securities Act or (3C) any other exemption from registration under the Securities Act, and that they it will promptly notify the Company of any changes in the information set forth in the Registration Statement after it is prepared regarding the Purchaser or its plan of distribution to the extent required by applicable law.

Appears in 1 contract

Samples: Securities Purchase Agreement (Wet Seal Inc)

Transfer of Registrable Shares After Registration; Suspension. (ia) The Purchasers agree Manager agrees that they it will not offer to sell or make any sale, assignment, pledge, hypothecation or other transfer with respect to the Registrable Shares that would constitute a sale within the meaning of the Securities Act except pursuant to either (1i) the Registration Statement, Statement referred to in Section 1.1 or (2ii) Rule 144 of the Securities Act or (3) any other exemption from registration under the Securities Act144, and that they it will promptly notify the Company of any changes in the information set forth in the Registration Statement after it is prepared first filed with the SEC regarding the Purchaser Manager, the Plan and the Trust or its the intended plan of distribution of the Registrable Shares to the extent required by applicable lawsecurities laws.

Appears in 1 contract

Samples: Registration Rights Agreement (Lucent Technologies Inc)

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Transfer of Registrable Shares After Registration; Suspension. (ia) The Purchasers agree Manager agrees that they it will not offer to sell or make any sale, assignment, pledge, hypothecation or other transfer with respect to the Registrable Shares that would constitute a sale within the meaning of the Securities Act except pursuant to either (1i) the Registration StatementStatement referred to in Section 1.1, following its effectiveness, or (2ii) Rule 144 of the Securities Act or (3) any other exemption from registration under the Securities Act144, and that they it will promptly notify the Company of any changes in the information set forth in the Registration Statement after it is prepared regarding the Purchaser Manager or its the intended plan of distribution of the Registrable Shares to the extent required by applicable lawsecurities laws.

Appears in 1 contract

Samples: Registration Rights Agreement (Dte Energy Co)

Transfer of Registrable Shares After Registration; Suspension. (i) The Purchasers agree that they will not offer to sell or make any sale, assignment, pledge, hypothecation or other transfer with respect to the Registrable Shares that would constitute a sale within the meaning of the Securities Act except pursuant to either (1) the Registration Statement, (2) Rule 144 of the Securities Act or (3) any other exemption from registration under the Securities Act, and that they will promptly notify the Company of any changes in the information set forth in the Registration Statement after it is prepared regarding the such Purchaser or its plan of distribution to the extent required by applicable law.

Appears in 1 contract

Samples: Securities Purchase Agreement (Vocaltec Communications LTD)

Transfer of Registrable Shares After Registration; Suspension. (ia) The Purchasers agree Plan agrees that they it will not offer to sell or make any sale, assignment, pledge, hypothecation or other transfer with respect to the Registrable Shares that would constitute a sale within the meaning of the Securities Act except pursuant to either (1i) the Registration StatementStatement referred to in Section 1.1, or (2ii) Rule 144 of the Securities Act or (3) any other exemption from registration under the Securities Actsuccessor rule thereto, and that they it will promptly notify the Company of any changes in the information set forth in the Registration Statement after it is prepared regarding the Purchaser Plan or its the intended plan of distribution of the Registrable Shares to the extent required by applicable lawsecurities laws.

Appears in 1 contract

Samples: Registration Rights Agreement (Matthews International Corp)

Transfer of Registrable Shares After Registration; Suspension. (i) The Purchasers agree that they will not offer to sell or make any sale, assignment, pledge, hypothecation or other transfer with respect to the Registrable Shares that would constitute a sale within the meaning of the Securities Act except pursuant to either (1) the Registration StatementStatement in the manner described in the "Plan of Distribution" therein, (2) Rule 144 of promulgated under the Securities Act or (3) any other exemption from registration under the Securities Act, and that they will promptly notify the Company of any changes in the information set forth in the Registration Statement after it is prepared regarding the Purchaser or its plan of distribution to the extent required by applicable law.

Appears in 1 contract

Samples: Securities Purchase Agreement (Warburg Pincus Investors Lp)

Transfer of Registrable Shares After Registration; Suspension. (i) The Purchasers agree that they will not offer to sell or make any sale, assignment, pledge, hypothecation or other transfer with respect to the Registrable Shares that would constitute a sale within the meaning of the Securities Act except pursuant to either either: (1) the Registration Statement, ; (2) Rule 144 of the Securities Act Act; or (3) any other exemption from registration under the Securities Act, and that they will promptly notify the Company of any changes in the information set forth in the Registration Statement after it is prepared regarding the Purchaser or its plan of distribution to the extent required by applicable law.

Appears in 1 contract

Samples: Securities Purchase Agreement (Hi/Fn Inc)

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