Common use of TRANSFER RESTRICTIONS IMPOSED BY SECURITIES LAWS Clause in Contracts

TRANSFER RESTRICTIONS IMPOSED BY SECURITIES LAWS. The Purchaser understands that neither the Shares nor the Warrants have been registered under the Securities Act and applicable state securities laws, and, therefore, cannot be resold unless they are subsequently registered under the Securities Act and applicable state securities laws or unless an exemption from such registration is available. The Purchaser shall not resell or otherwise dispose of all or any part of the Shares or Warrants purchased by the Purchaser, except as permitted by law, including, without limitation, any regulations under the Securities Act and applicable state securities laws; the Purchaser understands that the Company does not have any present intention and is under no obligation to register the Shares or the Warrants under the Securities Act and applicable state securities laws, except as provided in Article VI and the Purchaser understands that Rule 144 or Rule 144A under the Securities Act may not be available as a basis for exemption from registration of the Shares thereunder.

TRANSFER RESTRICTIONS IMPOSED BY SECURITIES LAWS. The Purchaser understands that neither the Purchased Shares nor and the Warrants Conversion Shares have not been registered under the Securities Act and applicable state securities laws, and, therefore, cannot be resold unless they are subsequently registered under the Securities Act and applicable state securities laws or unless an exemption from such registration is available. The Purchaser shall will not resell or otherwise dispose of all or any part of the Purchased Shares or Warrants purchased by and the PurchaserConversion Shares, except as permitted by law, including, without limitation, any regulations under the Securities Act and applicable state securities laws; the . The Purchaser understands that the Company does not have any present intention and is under no obligation to register the Purchased Shares or the Warrants Conversion Shares under the Securities Act and applicable state securities laws, except as provided in Article VI and the Purchaser understands that Rule 144 or Rule 144A promulgated under the Securities Act may not be available as a basis for exemption from registration of the Purchased Shares and the Conversion Shares thereunder.