Common use of Unregistered Stock Clause in Contracts

Unregistered Stock. If a registration statement for the shares is not in effect or if Corporation’s attorneys require a writing from Holder to avoid violation of the Securities Act, the Corporation may require a written commitment from the person exercising the Warrant before delivery of the certificate or certificates for the shares. The Commitment will be in a form prescribed by the Corporation and will include, but not be limited to, statements that (i) it is the intent of the person exercising the Warrant to acquire the shares for investment only and not with the intent of transferring or reselling them; and (ii) that the person exercising the Warrant has been told that the shares may be “restricted shares” pursuant to Rule 144 of the Securities and Exchange Commission and that any resale, transfer, or other distribution of the shares may only be made in conformity with Rule 144, the Securities Act, or any other federal statute, rule, or regulation. The Corporation may place a legend on the face of the certificate or certificates in accordance with this Commitment and may refuse to permit transfer of the shares unless it receives satisfactory evidence that the transfer will not violate Rule 144, the Securities Act, or any other federal statute, rule, or regulation.

Appears in 2 contracts

Samples: Employment Agreement (Volitionrx LTD), Volitionrx LTD

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Unregistered Stock. If a registration statement for the shares Shares is not in effect or if Corporation’s Holder's attorneys require a writing from Holder to avoid violation of the Securities ActAct of 1933, as amended, the Corporation may require a written commitment from the person exercising the Warrant before delivery of the certificate or certificates for the sharesShares. The Commitment will be in a form prescribed by the Corporation and Corporation. It will include, but not be limited to, statements state that (i) it is the intent of the person exercising the Warrant to acquire the shares Shares for investment only and not with the intent of transferring or reselling them; and (ii) that the person exercising the Warrant has been told that the shares Shares may be "restricted shares" pursuant to Rule 144 of the Securities and Exchange Commission and that any resale, transfer, or other distribution of the shares Shares may only be made in conformity with Rule 144, the Securities ActAct of 1933, as amended, or any other federal statute, rule, or regulation. The Corporation may place a legend on the face of the certificate or certificates in accordance with this Commitment and may refuse to permit transfer of the shares Shares unless it receives satisfactory evidence that the transfer will not violate Rule 144, the Securities ActAct of 1933, as amended, or any other federal statute, rule, or regulation. 9.

Appears in 1 contract

Samples: Idglobal Corp

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Unregistered Stock. If a registration statement for the shares is not in effect or if Corporation’s Holder's attorneys require a writing from Holder to avoid violation of the Securities ActAct of 1933, as amended, the Corporation may require a written commitment from the person exercising the Warrant before delivery of the certificate or certificates for the shares. The Commitment will be in a form prescribed by the Corporation and Corporation. It will include, but not be limited to, statements state that (i) it is the intent of the person exercising the Warrant to acquire the shares for investment only and not with the intent of transferring or reselling them; and (ii) that the person exercising the Warrant has been told that the shares may be "restricted shares" pursuant to Rule 144 of the Securities and Exchange Commission and that any resale, transfer, or other distribution of the shares may only be made in conformity with Rule 144, the Securities ActAct of 1933, as amended, or any other federal statute, rule, or regulation. The Corporation may place a legend on the face of the certificate or certificates in accordance with this Commitment and may refuse to permit transfer of the shares unless it receives satisfactory evidence that the transfer will not violate Rule 144, the Securities ActAct of 1933, as amended, or any other federal statute, rule, or regulation.

Appears in 1 contract

Samples: Warrant Agreement (Volitionrx LTD)

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