Common use of Employee Suitability Clause in Contracts

Employee Suitability. By reason of Employee's knowledge and experience in financial and business matters in general, and investments in particular, Employee is capable of evaluating the merits and risks of this transaction and in bearing the economic risks of an [FLJ\AGR:HARTEMPL.AGR] 7 investment in the Option Shares and fully understand the speculative nature of such securities and the possibility of such loss. Further, Employee represents to the Company: (1) Employee is fully aware that any Option Shares issued to Employee prior to registration will be "Restricted Securities" as defined by Rule 144 of the Act and that any resale of such securities by Employee may be governed by Rule 144. Employee is further aware of the specific restrictions on resale of such securities contained in Rule 144. (2) Employee will not sell, transfer or otherwise dispose of any Option Shares issued or reserved for issuance hereunder prior to registration except in compliance with the Act. (3) Any and all certificates representing the Option Shares issued prior to registration of such shares, and any and all securities issued in replacement thereof or in exchange therefore, shall bear the following legend: "The shares represented by this certificate have not been registered under the Securities Act of 1933 (the "Act") and are "restricted securities" as that term is defined in Rule 144 under the Act. The shares may not be offered for sale, sold, or otherwise transferred except pursuant to an effective Registration Statement under the Act or pursuant to an exemption from registration under the Act, the availability of which is to be established to the satisfaction of the Company."

Employee Suitability. By reason of Employee's knowledge and experience in financial and business matters in general, and investments in particular, Employee is capable of evaluating the merits and risks of this transaction and in bearing the economic risks of an [FLJ\AGR:HARTEMPL.AGR] 7 investment in the Option Shares and fully understand the speculative nature of such securities and the possibility of such loss. Further, Employee represents to the Company: (1) Employee is fully aware that any Option Shares issued to Employee prior to registration will be "Restricted Securities" as defined by Rule 144 of the Act and that any resale of such securities by Employee may be governed by Rule 144. Employee is further aware of the specific restrictions on resale of such securities contained in Rule 144.. [FLJ\AGR:TOENEMPL.AGR] (2) Employee will not sell, transfer or otherwise dispose of any Option Shares issued or reserved for issuance hereunder prior to registration except in compliance with the Act. (3) Any and all certificates representing the Option Shares issued prior to registration of such shares, and any and all securities issued in replacement thereof or in exchange therefore, shall bear the following legend: "The shares represented by this certificate have not been registered under the Securities Act of 1933 (the "Act") and are "restricted securities" as that term is defined in Rule 144 under the Act. The shares may not be offered for sale, sold, or otherwise transferred except pursuant to an effective Registration Statement under the Act or pursuant to an exemption from registration under the Act, the availability of which is to be established to the satisfaction of the Company."