Common use of Common Stock To Be Received Upon Exercise Clause in Contracts

Common Stock To Be Received Upon Exercise. Optionee understands that the Company is under no obligation to register the Option Shares under the Securities Act of 1933, as amended (the "Act") and that in the absence of any such registration, the Option Shares cannot be sold unless they are sold pursuant to an exemption from registration under the Act. The Company is under no obligation to comply, or to assist the Optionee in complying with any exemption from such registration requirement, including supplying the Optionee with any information necessary to permit routine sales of the Stock under Rule 144 of the Securities and Exchange Commission. Optionee also understands that with respect to Rule 144, routine sales of securities made in reliance upon such Rule can only be made in limited amounts in accordance with the terms and conditions of the Rule, and that in cases in which the Rule is inapplicable, compliance with either Regulation A or another disclosure exemption under the Act will be required. Thus, the Option Shares will have to be held indefinitely in the absence of registration under the Act or an exemption from registration. Furthermore, the Optionee fully understands that the Option Shares have not been registered under the Act and that they will be issued in reliance upon an exemption which is available only if Optionee acquires such shares for investment and not with a view to distribution. Optionee is familiar with the phrase "acquired for investment and not with a view to distribution" as it relates to the Act and the special meaning given to such term in various release of the Securities and Exchange Commission.

Appears in 6 contracts

Samples: Incentive Stock Option Agreement (U S Gold Corp), Incentive Stock Option Agreement (U S Gold Corp), Incentive Stock Option Agreement (U S Gold Corp)

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Common Stock To Be Received Upon Exercise. Optionee understands that the Company is under no obligation to register the issuance of the Option Shares or the resale of the Option Shares under the Securities Act of 1933, as amended (the "Act") ), and that in the absence of any such registration, the Option Shares cannot be sold unless they are sold pursuant to an exemption from registration under the Act. The Company is under no obligation to comply, or to assist the Optionee in complying complying, with any exemption from such registration requirement, including supplying the Optionee with any information necessary to permit routine sales of the Stock Option Shares under Rule 144 of the Securities and Exchange Commission. Optionee also understands that with respect to Rule 144, routine sales of securities made in reliance upon such Rule can only be made only in limited amounts in accordance with the terms and conditions of the Rule, and that in cases in which the Rule is inapplicable, compliance with either Regulation A or another disclosure exemption under the Act will be required. Thus, the Option Shares will have to be held indefinitely in the absence of registration under the Act or an exemption from registration. Furthermore, the Optionee fully understands that issuance of the Option Shares have may not been be registered under the Act and that if their issuance is not registered, they will be issued in reliance upon an exemption which is available only if Optionee acquires such shares for investment and not with a view to distribution. Optionee is familiar with the phrase "acquired for investment and not with a view to distribution" as it relates to the Act and the special meaning given to such term in various release releases of the Securities and And Exchange Commission.

Appears in 4 contracts

Samples: Stock Option Agreement (Bill Barrett Corp), Stock Option Agreement (Bill Barrett Corp), Stock Option Agreement (Bill Barrett Corp)

Common Stock To Be Received Upon Exercise. The Optionee understands that the Company is under no obligation to register the Option Shares under the Securities Act of 1933Act, as amended (the "Act") and that that, in the absence of any such registration, the Option Shares cannot be sold unless they are sold pursuant to an exemption from registration under the Securities Act. The Company is under no obligation to comply, or to assist the Optionee in complying with with, any exemption from such registration requirement, including supplying the Optionee with any information necessary to permit routine sales of the Stock Option Shares under Rule 144 of the United States Securities and Exchange CommissionCommission (the “Rule”). The Optionee also understands that that, with respect to Rule 144the Rule, routine sales of securities made in reliance upon such Rule only can only be made in limited amounts in accordance with the terms and conditions condition of the Rule, and that in cases in which the Rule is inapplicable, compliance with either Regulation A or another disclosure exemption under the Securities Act will be required. Thus, the Option Shares will have to be held indefinitely in the absence of registration under the Securities Act or an exemption from registration. Furthermore, the Optionee fully understands that the Option Shares have not been registered under the Securities Act and that they will be issued in reliance upon an exemption which is available only if Optionee Optionee, or the Optionee’s designate if applicable, acquires such shares for investment and not with a view to distribution. The Optionee is familiar with the phrase "acquired for investment and not with a view to distribution" as it relates to the Securities Act and the special meaning given to such term in various release releases of the Securities and Exchange Commission.

Appears in 3 contracts

Samples: Consulting Services Agreement (Medical International Technology Inc), Business Consulting Agreement (Medical International Technology Inc), Stock Option Agreement (Medical International Technology Inc)

Common Stock To Be Received Upon Exercise. Optionee understands that the Company Corporation is under no obligation to register the Option Shares under the Securities Act of 1933, as amended (the "Act") and that in the absence of any such registration, the Option Shares cannot be sold unless they are sold pursuant to an exemption from registration under the Act. The Company Corporation is under no obligation to comply, or to assist the Optionee in complying with any exemption from such registration requirement, including supplying the Optionee with any information necessary to permit routine sales of the Stock under Rule 144 of the Securities and Exchange Commission. Optionee also understands that with respect to Rule 144, routine sales of securities made in reliance upon such Rule can only be made in limited amounts in accordance with the terms and conditions of the Rule, and that in cases in which the Rule is inapplicable, compliance with either Regulation A or another disclosure exemption under the Act will be required. Thus, the Option Shares will have to be held indefinitely in the absence of registration under the Act or an exemption from registration. Furthermore, the Optionee fully understands that the Option Shares have not been registered under the Act and that they will be issued in reliance upon an exemption exemption, which is available available, only if Optionee acquires such shares for investment and not with a view to distribution. Optionee is familiar with the phrase "acquired for investment and not with a view to distribution" as it relates to the Act and the special meaning given to such term in various release of the Securities and Exchange Commission.

Appears in 2 contracts

Samples: Stock Option Agreement (Gold Resource Corp), Stock Option Agreement (Gold Resource Corp)

Common Stock To Be Received Upon Exercise. The Optionee understands that the Company is under no obligation to register the Option Shares under the Securities Act of 1933Act, as amended (the "Act") and that that, in the absence of any such registration, the Option Shares cannot be sold unless they are sold pursuant to an exemption from registration under the Securities Act. The Company is under no obligation to comply, or to assist the Optionee in complying with with, any exemption from such registration requirement, including supplying the Optionee with any information necessary to permit routine sales of the Stock Option Shares under Rule 144 of the United States Securities and Exchange CommissionCommission (the "Rule"). The Optionee also understands that that, with respect to Rule 144the Rule, routine sales of securities made in reliance upon such Rule only can only be made in limited amounts in accordance with the terms and conditions condition of the Rule, and that in cases in which the Rule is inapplicable, compliance with either Regulation A or another disclosure exemption under the Securities Act will be required. Thus, the Option Shares will have to be held indefinitely in the absence of registration under the Securities Act or an exemption from registration. Furthermore, the Optionee fully understands that the Option Shares have not been registered under the Securities Act and that they will be issued in reliance upon an exemption which is available only if Optionee Optionee, or the Optionee's designate if applicable, acquires such shares for investment and not with a view to distribution. The Optionee is familiar with the phrase "acquired for investment and not with a view to distribution" as it relates to the Securities Act and the special meaning given to such term in various release releases of the Securities and Exchange Commission.

Appears in 2 contracts

Samples: Stock Option Plan Agreement (Savoy Capital Investments Inc), Stock Option Plan Agreement (North American General Resources Corp)

Common Stock To Be Received Upon Exercise. The Optionee understands that the Company is under no obligation to register the Option Shares under the Securities Act of 1933Act, as amended (the "Act") and that that, in the absence of any such registration, the Option Shares cannot be sold unless they are sold pursuant to an exemption from registration under the Securities Act. The Company is under no obligation to comply, or to assist the Optionee in complying with with, any exemption from such registration requirement, including supplying the Optionee with any information necessary to permit routine sales of the Stock Option Shares under Rule 144 of the Securities and Exchange CommissionCommission (the "Rule"). The Optionee also understands that that, with respect to Rule 144the Rule, routine sales of securities made in reliance upon such Rule only can only be made in limited amounts in accordance with the terms and conditions condition of the Rule, and that in cases in which the Rule is inapplicable, compliance with either Regulation A or another disclosure exemption under the Securities Act will be required. Thus, the Option Shares will have to be held indefinitely in the absence of registration under the Securities Act or an exemption from registration. Furthermore, the Optionee fully understands that the Option Shares have not been registered under the Securities Act and that they will be issued in reliance upon an exemption which that is available only if Optionee Optionee, or the Optionee's designate, if applicable, acquires such shares for investment and not with a view to distribution. The Optionee is familiar with the phrase "acquired for investment and not with a view to distribution" as it relates to the Securities Act and the special meaning given to such term in various release releases of the Securities and Exchange Commission.

Appears in 1 contract

Samples: Stock Option Plan Agreement (Bio-Life Labs Inc.)

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Common Stock To Be Received Upon Exercise. Optionee understands that the Company is under no obligation to register the Option Shares under the Securities Act of 1933, as amended (the "Act") ), and that in the absence of any such registration, the Option Shares cannot be sold unless they are sold pursuant to an exemption from registration under the Act. The Company is under no obligation to comply, or to assist the Optionee in complying complying, with any exemption from such registration requirement, including supplying the Optionee with any information necessary to permit routine sales of the Stock Option Shares under Rule 144 of the Securities and And Exchange Commission. Optionee also understands that with respect to Rule 144, routine sales of securities made in reliance upon such Rule can only be made only in limited amounts in accordance with the terms and conditions of the Rule, and that in cases in which the Rule is inapplicable, compliance with either Regulation A or another disclosure exemption under the Act will be required. Thus, the Option Shares will may have to be held indefinitely in the absence of registration under the Act or an exemption from registration. Furthermore, the Optionee fully understands that the Option Shares have not been registered under the Act and that they will be issued in reliance upon an exemption which is available only if Optionee acquires such shares for investment and not with a view to distribution. Optionee is familiar with the phrase "acquired for investment and not with a view to distribution" as it relates to the Act and the special meaning given to such term in various release releases of the Securities and And Exchange Commission.

Appears in 1 contract

Samples: Stock Option Agreement (Antennas America Inc)

Common Stock To Be Received Upon Exercise. Optionee understands that the Company Corporation is under no obligation to register the Option Shares under the Securities Act of 1933, as amended (the "Act") and that in the absence of any such registration, the Option Shares cannot be sold unless they are sold pursuant to an exemption from registration under the Act. The Company Corporation is under no obligation to comply, or to assist the Optionee in complying with any exemption from such registration requirement, including supplying the Optionee with any information necessary to permit routine sales of the Stock under Rule 144 of the Securities and Exchange Commission. Optionee also understands that with respect to Rule 144, routine sales of securities made in reliance upon such Rule can only be made in limited amounts in accordance with the terms and conditions of the Rule, and that in cases in which the Rule is inapplicable, compliance with either Regulation A or another disclosure exemption under the Act will be required. Thus, the Option Shares will have to be held indefinitely in the absence of registration under the Act or an exemption from registration. Furthermore, the Optionee fully understands that the Option Shares have not been registered under the Act and that they will be issued in reliance upon an exemption which is available only if Optionee acquires such shares for investment and not with a view to distribution. Optionee is familiar with the phrase "acquired for investment and not with a view to distribution" as it relates to the Act and the special meaning given to such term in various release of the Securities and Exchange Commission.

Appears in 1 contract

Samples: Resource Corporation Stock Option Agreement (Gold Resource Corp)

Common Stock To Be Received Upon Exercise. The Optionee understands that the Company is under no obligation to register the Option Shares under the Securities Act of 1933Act, as amended (the "Act") and that that, in the absence of any such registration, the Option Shares cannot be sold unless they are sold pursuant to an exemption from registration under the Securities Act. The Company is under no obligation to comply, or to assist the Optionee in complying with with, any exemption from such registration requirement, including supplying the Optionee with any information necessary to permit routine sales of the Stock Option Shares under Rule 144 of the United States Securities and Exchange CommissionCommission (the “Rule”). The Optionee also understands that that, with respect to Rule 144the Rule, routine sales of securities made in reliance upon such Rule only can only be made in limited amounts in accordance with the terms and conditions condition of the Rule, and that in cases in which the Rule is inapplicable, compliance with either Regulation A or another a disclosure exemption under the Securities Act will be required. Thus, the Option Shares will have to be held indefinitely in the absence of registration under the Securities Act or an exemption from registration. Furthermore, the Optionee fully understands that the Option Shares have not been registered under the Securities Act and that they will be issued in reliance upon an exemption which is available only if Optionee Optionee, or the Optionee’s designate if applicable, acquires such shares for investment and not with a view to distribution. The Optionee is familiar with the phrase "acquired for investment and not with a view to distribution" as it relates to the Securities Act and the special meaning given to such term in various release releases of the Securities and Exchange Commission.

Appears in 1 contract

Samples: Stock Option Agreement (Alaska Pacific Energy Corp)

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