Common use of Federal Legend Clause in Contracts

Federal Legend. The securities represented by this certificate have not been registered under the Securities Act of 1933, as amended, and are “restricted securities” as defined in Rule 144 promulgated under the Securities Act. The securities may not be sold or offered for sale or otherwise distributed except (i) in conjunction with an effective registration statement for the shares under the Securities Act of 1933, as amended, or (ii) pursuant to an opinion of counsel, satisfactory to the company, that such registration or compliance is not required as to said sale, offer, or distribution.

Appears in 13 contracts

Samples: Form of Stock Purchase Agreement (Bayview Mortgage Capital, Inc.), Stock Purchase Agreement (Annaly Capital Management Inc), Form of Stock Purchase Agreement (Bayview Mortgage Capital, Inc.)

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Federal Legend. The securities represented by this certificate have not been registered under the Securities Act of 1933, as amended, amended (the "Act") and are "restricted securities" as defined in Rule rule 144 promulgated under the Securities Act. The securities may not be sold or offered for sale or otherwise distributed except (i) in conjunction with an effective registration statement for the shares under the Securities Act of 1933, as amendedAct, or (ii) pursuant to an opinion of counsel, satisfactory to the company, that such registration or compliance is not required as to said sale, offer, or distribution.

Appears in 8 contracts

Samples: Stock Purchase Agreement (Maxlife Fund Corp.), Stock Purchase Agreement (Jade Global Holdings, Inc.), Stock Purchase Agreement (Inscrutor Inc)

Federal Legend. The securities represented by this certificate have not been registered under the Securities Act of 1933, as amended, amended (the "Act") and are "restricted securities" as defined in Rule rule 144 promulgated under the Securities Act. The securities may not be sold or offered for sale or otherwise distributed except (i) in conjunction with an effective registration statement for the shares under the Securities Act Act, of 1933, as amended, or (ii) pursuant to an opinion of counsel, satisfactory to the company, that such registration or compliance is not required as to said sale, offer, or distribution.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Healthcare Corp of America), Stock Purchase Agreement (Healthcare Corp of America), Stock Purchase Agreement (Healthcare Corp of America)

Federal Legend. The securities represented by this certificate have not been registered under the Securities Act of 1933, as amended, amended (the "Act") and are "restricted securities" as defined in Rule rule 144 promulgated under the Securities Act. The securities may not be sold or offered for sale or otherwise distributed except (i) in conjunction with an effective registration statement for the shares under the Securities Act Act. of 1933, as amended, or (ii) pursuant to an opinion of counsel, satisfactory to the company, that such registration or compliance is not required as to said sale, offer, or distribution.

Appears in 1 contract

Samples: Stock Purchase  agreement (Healthcare Corp of America)

Federal Legend. The securities represented by this certificate have not been registered under the Securities Act of 1933, as amended, amended (the “Act”) and are “restricted securities” as defined in Rule rule 144 promulgated under the Securities Act. The securities may not be sold or offered for sale or otherwise distributed except (i) in conjunction with an effective registration statement for the shares under the Securities Act of 1933, as amendedAct, or (ii) pursuant to an opinion of counsel, satisfactory to the company, that such registration or compliance is not required as to said sale, offer, or distribution.

Appears in 1 contract

Samples: Stock Purchase Agreement (Jade Global Holdings, Inc.)

Federal Legend. The securities represented by this certificate have not been registered under the Securities Act of 1933, as amended, and are "restricted securities" as defined in Rule 144 promulgated under the Securities Act. The securities may not be sold or offered for sale or otherwise distributed except (i) in conjunction with an effective registration statement for the shares under the Securities Act of 1933, as amended, or (ii) pursuant to an opinion of counsel, satisfactory to the company, that such registration or compliance is not required as to said sale, offer, or distribution.

Appears in 1 contract

Samples: Stock Purchase Agreement (Annaly Capital Management Inc)

Federal Legend. The securities represented by this certificate have not been registered under the Securities Act of 1933, as amended, amended (the "Act") and are "restricted securities" as defined in Rule rule 144 promulgated under the Securities Act. The securities may not be sold or offered for sale or otherwise distributed except (i) in conjunction with an effective registration statement for the shares under the Securities Act of 1933, as amendedAct, or (ii) pursuant to an opinion of counsel, satisfactory to the company, that such registration or compliance is not required as to said sale, offer, or distribution.. (b)

Appears in 1 contract

Samples: Stock Subscription Agreement (Precom Technology Inc)

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Federal Legend. The securities represented by this certificate have not been registered under the Securities Act of 1933, as amended, amended (the "Act") and are "restricted securities" as defined defmed in Rule rule 144 promulgated under the Securities Act. The securities may not be sold or offered for sale or otherwise distributed except (i) in conjunction with an effective registration statement for the shares under the Securities Act Act, of 1933, as amended, or (ii) pursuant to an opinion of counsel, satisfactory to the company, that such registration or compliance is not required as to said sale, offer, or distribution.

Appears in 1 contract

Samples: Stock Purchase Agreement (Healthcare Corp of America)

Federal Legend. The securities represented by this certificate have not been registered under the Securities Act of 1933, as amended, amended (the "Act") and are "restricted securities" as defined in Rule rule 144 promulgated under the Securities Act. The securities may not be sold or offered for sale or otherwise distributed except (i) in conjunction with 'With an effective registration statement for the shares under the Securities Act Act, of 1933, as amended, or (ii) pursuant to an opinion of counsel, satisfactory to the company, that such registration or compliance is not required as to said sale, offer, or distribution.

Appears in 1 contract

Samples: Stock Purchase Agreement (Healthcare Corp of America)

Federal Legend. The securities represented by this certificate have not been registered under the Securities Act of 1933, as amended, amended (the "Act") and are "restricted securities" as defined in Rule rule 144 promulgated under the Securities Act. The securities may not be sold or offered for sale or otherwise distributed except (i) in conjunction with an effective registration statement for the shares under the Securities Act of 1933, as amendedAct, or (ii) pursuant to an opinion of counsel, satisfactory to the companySeller, that such registration or compliance is not required as to said sale, offer, or distribution.

Appears in 1 contract

Samples: Stock Purchase Agreement (Moneylogix Group Inc.)

Federal Legend. The securities represented by this certificate have not been registered under the Securities Act of 1933, as amended, amended (the "Act") and are "restricted securities" as defined in Rule rule 144 promulgated under the Securities Act. The securities may not be sold or offered for sale or otherwise distributed except (i) in conjunction with an effective registration statement for the shares under the Securities Act of 1933, as amendedAct, or (ii) pursuant to an opinion of counsel, satisfactory to the companyCompany, that such registration or compliance is not required as to said sale, offer, or distribution.

Appears in 1 contract

Samples: Equity Exchange Agreement (Praco Corp)

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