Common use of Transfer Taxes and Expenses Clause in Contracts

Transfer Taxes and Expenses. The issuance of certificates for shares of the Common Stock on conversion of this Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that, the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Note so converted and the Company shall not be required to issue or deliver such certificates unless or until the Person or Persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid. The Company shall pay all Transfer Agent fees required for standard or same-day processing of any Notice of Conversion. The Company shall pay all other expenses that may reasonably be expected to be incurred in respect of any conversion, including, but not limited to, legal opinions required for the issuance of such shares of Common Stock and for the removal of any restrictive legends on any certificates evidencing such shares and stop transfer instructions at the Company’s transfer agent.

Appears in 7 contracts

Samples: Convertible Security Agreement (Appliance Recycling Centers of America Inc /Mn), Convertible Security Agreement (POSITIVEID Corp), Convertible Security Agreement (POSITIVEID Corp)

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Transfer Taxes and Expenses. The issuance of certificates for shares of the Common Stock on conversion of this Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that, the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Note so converted and the Company shall not be required to issue or deliver such certificates unless or until the Person or Persons requesting the issuance thereof shall shah have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid. The Company shall pay all Transfer Agent fees required for standard or same-same- day processing of any Notice of Conversion. The Company shall pay all other expenses that may reasonably be expected to be incurred in respect of any conversion, including, but not limited to, legal opinions required for the issuance of such shares of Common Stock and for the removal of any restrictive legends on any certificates evidencing such shares and stop transfer instructions at the Company’s transfer agentTransfer Agent.

Appears in 4 contracts

Samples: Convertible Security Agreement (Uppercut Brands, Inc.), Convertible Security Agreement (Creative Medical Technology Holdings, Inc.), Convertible Security Agreement (Creative Medical Technology Holdings, Inc.)

Transfer Taxes and Expenses. The issuance of certificates for shares of the Common Stock on conversion of this Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that, the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Note so converted and the Company shall not be required to issue or deliver such certificates unless or until the Person or Persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid. The Company shall pay all Transfer Agent fees required for standard or same-day processing of any Notice of ConversionConversion and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Conversion Shares. The Company shall pay all other expenses that may reasonably be expected to be incurred in respect of any conversion, including, but not limited to, legal opinions attorney fees required for the issuance of such shares of Common Stock and attorney legal opinions for the removal of any restrictive legends on any certificates evidencing such shares and stop transfer instructions at the Company’s transfer agentConversion Shares.

Appears in 3 contracts

Samples: Convertible Security Agreement (Data443 Risk Mitigation, Inc.), Convertible Security Agreement (Data443 Risk Mitigation, Inc.), Convertible Security Agreement (Data443 Risk Mitigation, Inc.)

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Transfer Taxes and Expenses. The issuance of certificates for shares of the Common Stock on conversion of this Note shall be made without charge to the Holder hereof for any documentary stamp or similar taxes that may be payable in respect of the issue or delivery of such certificates, provided that, the Company shall not be required to pay any tax that may be payable in respect of any transfer involved in the issuance and delivery of any such certificate upon conversion in a name other than that of the Holder of this Note so converted and the Company shall not be required to issue or deliver such certificates unless or until the Person or Persons requesting the issuance thereof shall have paid to the Company the amount of such tax or shall have established to the satisfaction of the Company that such tax has been paid. The Company shall pay all Transfer Agent fees required for standard or same-day processing of any Notice of Conversion. The If the Company shall fails to pay all other expenses that any Transfer Agent fees required in connection herewith, the Holder, at its option, may reasonably be expected choose to be incurred in respect of any conversionpay such fees, including, but not limited to, legal opinions required for and have the issuance amount of such shares fees added to the principal amount of Common Stock and for the removal of any restrictive legends on any certificates evidencing such shares and stop transfer instructions at the Company’s transfer agentthis Note.

Appears in 1 contract

Samples: Convertible Security Agreement (Directview Holdings Inc)

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