Buyer’s Representations. The Seller acknowledges and agrees that the Shares being issued to Seller hereunder, as the Purchase Price, are being issued by the Buyer as a private Company and there shall be no tradable exchange for the Shares unless and until Buyer makes successful filings with the SEC and FINRA to allow Buyers common stock to be traded in the public market. Seller further acknowledges that it understands that it is the Buyers intent to make such filings but that Buyer has no obligation, whatsoever, to Seller or anyone related to Seller to make any such filings and it shall do so in its sole discretion and judgment. In the event that Buyer eventually becomes a publicly traded Company Seller acknowledges that the Shares issued to Seller hereunder will be issued in accordance with rule 144 of the Securities Act and, as such, Seller further acknowledges and agrees that all Shares issue hereunder will be “restricted securities” within the meaning of the Securities Act.
Appears in 8 contracts
Samples: Asset Purchase Agreement (Lux Digital Pictures, Inc.), Asset Purchase Agreement (Lux Digital Pictures, Inc.), Asset Purchase Agreement (Lux Digital Pictures, Inc.)
Buyer’s Representations. The Seller acknowledges and agrees that the Shares being issued to Seller hereunder, as the Purchase Price, are being issued by the Buyer Buyers as a private Company and there shall be no tradable exchange for the Shares unless and until Buyer makes successful filings with the SEC and FINRA to allow Buyers common stock to be traded in the public market. Seller further acknowledges that it understands that it is the Buyers intent to make such filings but that Buyer has no obligation, whatsoever, to Seller or anyone related to Seller to make any such filings and it shall do so only in its sole discretion and judgment. In the event that Buyer eventually becomes a publicly traded Company Seller acknowledges that the Shares issued to Seller hereunder will be issued in accordance with rule 144 of the Securities Act and, as such, Seller further acknowledges and agrees that all Shares issue hereunder will be “restricted securities” within the meaning of the Securities Act.
Appears in 3 contracts
Samples: Asset Purchase Agreement (Lux Digital Pictures, Inc.), Asset Purchase Agreement (Lux Digital Pictures, Inc.), Asset Purchase Agreement (Lux Digital Pictures, Inc.)
