Common use of Unregistered Shares Clause in Contracts

Unregistered Shares. Such Shareholder understands that the NEON Company Stock being issued pursuant to this Agreement will not be registered under the Securities Act of 1933, as amended (the "Securities Act"), on the basis that the issuance of securities hereunder is exempt from registration under said Act pursuant to section 4(2) and/or Regulation S thereof, and that NEON's reliance on such exemption is based on such Shareholder's representations set forth in the Shareholder Agreement.

Appears in 2 contracts

Samples: Share Acquisition Agreement (New Era of Networks Inc), Share Acquisition Agreement (New Era of Networks Inc)

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Unregistered Shares. Such Shareholder understands that the NEON Company Common Stock being issued pursuant to this Agreement will not be registered under the Securities Act of 1933, as amended (the "Securities Act")amended, on the basis that the issuance of securities hereunder is exempt from registration under said Act pursuant to Regulation S and section 4(2) and/or Regulation S Rule 506 thereof, and that NEON's reliance on such exemption is based on such Shareholder's representations set forth in the Shareholder Stockholder Agreement.

Appears in 2 contracts

Samples: Share Acquisition Agreement (New Era of Networks Inc), Share Acquisition Agreement (New Era of Networks Inc)

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