Common use of Legend Removal Clause in Contracts

Legend Removal. Following the expiration of the transfer restrictions set forth in Section 5(a), if the Securities are eligible to be sold without restriction under, and without the Company being in compliance with the current public information requirements of, Rule 144 under the Securities Act of 1933, as amended (the “Securities Act”), or if they are registered for resale under the Securities Act pursuant to a shelf registration statement, then at the Purchaser’s written request, the Company will use best efforts to cause the Company’s transfer agent to remove the legend set forth in Section 1(b)(ii), subject to compliance by the Purchaser with the reasonable and customary procedures for such removal required by the Company or its transfer agent. In connection therewith, if required by the Company’s transfer agent, the Company will promptly cause an opinion of counsel to be delivered to and maintained with its transfer agent, together with any other authorizations, certificates and directions required by the transfer agent that authorize and direct the transfer agent to issue such Securities without any such legend.

Appears in 14 contracts

Samples: Subscription Agreement (NewHold Investment Corp. II), Founder Share Subscription Agreement (NewHold Investment Corp. II), Subscription Agreement (NewHold Investment Corp. II)

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Legend Removal. Following the expiration of the transfer restrictions set forth in Section 5(a6(a), if the Securities are eligible to be sold without restriction under, and without the Company being in compliance with the current public information requirements of, Rule 144 under the Securities Act of 1933, as amended (the “Securities Act”), or if they are registered for resale under the Securities Act pursuant to a shelf registration statement, then at the Purchaser’s written request, the Company will use best commercially reasonable efforts to cause the Company’s transfer agent to remove the legend set forth in Section 1(b)(ii1(c)(ii), subject to compliance by the Purchaser with the reasonable and customary procedures for such removal required by the Company or its transfer agent. In connection therewith, if required by the Company’s transfer agent, the Company will promptly cause an opinion of counsel to be delivered to and maintained with its transfer agent, together with any other authorizations, certificates and directions required by the transfer agent that authorize and direct the transfer agent to issue such Securities without any such legend.

Appears in 9 contracts

Samples: Subscription Agreement (LF Capital Acquisition Corp. II), Subscription Agreement (LF Capital Acquisition Corp. II), Subscription Agreement (Siddhi Acquisition Corp.)

Legend Removal. Following the expiration of the transfer restrictions set forth in Section 5(a6(a), if the Securities are eligible to be sold without restriction under, and without the Company being in compliance with the current public information requirements of, Rule 144 under the Securities Act of 1933, as amended (the “Securities Act”), or if they are registered for resale under the Securities Act pursuant to a shelf registration statement, then at the Purchaser’s written request, the Company will use its best efforts to cause the Company’s transfer agent to remove the legend set forth in Section 1(b)(ii1(c)(ii), subject to compliance by the Purchaser with the reasonable and customary procedures for such removal required by the Company or its transfer agent. In connection therewith, if required by the Company’s transfer agent, the Company will promptly cause an opinion of counsel to be delivered to and maintained with its transfer agent, together with any other authorizations, certificates and directions required by the transfer agent that authorize and direct the transfer agent to issue such Securities without any such legend.

Appears in 6 contracts

Samples: Subscription Agreement (Hennessy Capital Investment Corp. VI), Subscription Agreement (Hennessy Capital Investment Corp. VI), Subscription Agreement (Hennessy Capital Investment Corp. VI)

Legend Removal. Following the expiration of the transfer restrictions set forth in Section 5(a), if the Securities are eligible to be sold without restriction under, and without the Company being in compliance with the current public information requirements of, Rule 144 under the Securities Act of 1933, as amended (the “Securities Act”), or if they are registered for resale under the Securities Act pursuant to a shelf registration statement, then at the Purchaser’s written request, the Company will use its best efforts to cause the Company’s transfer agent to remove the legend set forth in Section 1(b)(ii1(c)(ii), subject to compliance by the Purchaser with the reasonable and customary procedures for such removal required by the Company or its transfer agent. In connection therewith, if required by the Company’s transfer agent, the Company will promptly cause an opinion of counsel to be delivered to and maintained with its transfer agent, together with any other authorizations, certificates and directions required by the transfer agent that authorize and direct the transfer agent to issue such Securities without any such legend.

Appears in 2 contracts

Samples: Subscription Agreement (Zapp Electric Vehicles Group LTD), Subscription Agreement (Zapp Electric Vehicles Group LTD)

Legend Removal. Following the expiration of the transfer restrictions set forth in Section 5(a6(a), if the Securities are eligible to be sold without restriction under, and without the Company being in compliance with the current public information requirements of, Rule 144 under the Securities Act of 1933, as amended (the “Securities Act”), or if they are registered for resale under the Securities Act pursuant to a shelf registration statement, then at the Purchaser’s written request, the Sponsor will cause the Company will to agree to use its best efforts to cause the Company’s transfer agent to remove the legend set forth in Section 1(b)(ii1(c)(ii), subject to compliance by the Purchaser with the reasonable and customary procedures for such removal required by the Company or its transfer agent. In connection therewith, if required by the Company’s transfer agent, the Company will promptly cause an opinion of counsel to be delivered to and maintained with its transfer agent, together with any other authorizations, certificates and directions required by the transfer agent that authorize and direct the transfer agent to issue such Securities without any such legend.

Appears in 1 contract

Samples: Subscription Agreement (Hennessy Capital Investment Corp. V)

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Legend Removal. Following the expiration of the transfer restrictions set forth in Section 5(a6(a), if the Securities are eligible to be sold without restriction under, and without the Company being in compliance with the current public information requirements of, under Rule 144 under the Securities Act of 1933, as amended (the “Securities Act”), or if they are registered for resale under the Securities Act pursuant to a shelf registration statement, then at the Purchaser’s written request, the Company will use its reasonable best efforts to cause the Company’s transfer agent to remove the legend set forth in Section 1(b)(ii1(c)(ii), subject to compliance by the Purchaser with the reasonable and customary procedures for such removal required by the Company or its transfer agent. In connection therewith, if required by the Company’s transfer agent, the Company will promptly cause an opinion of counsel to be delivered to and maintained with its transfer agent, together with any other authorizations, certificates and directions required by the transfer agent that authorize and direct the transfer agent to issue such Securities without any such legend.

Appears in 1 contract

Samples: Subscription Agreement (Blue Ocean Acquisition Corp)

Legend Removal. Following the expiration of the transfer restrictions set forth in Section 5(a), if the Securities are eligible to be sold without restriction under, and without the Company being in compliance with the current public information requirements of, Rule 144 under the Securities Act of 1933, as amended (the “Securities Act”), or if they are registered for resale under the Securities Act pursuant to a shelf registration statement, then at the Purchaser’s written request, the Company will use best efforts to cause the Company’s transfer agent to remove the legend set forth in Section 1(b)(ii), subject to compliance by the Purchaser with the such reasonable and customary procedures for such removal required by the Company or its transfer agent. In connection therewith, if required by the Company’s transfer agent, the Company will promptly cause an opinion of counsel to be delivered to and maintained with its transfer agent, together with any other authorizations, certificates and directions required by the transfer agent that authorize and direct the transfer agent to issue such Securities without any such legend.

Appears in 1 contract

Samples: Subscription Agreement (LF Capital Acquisition Corp.)

Legend Removal. Following the expiration of the transfer restrictions set forth in Section 5(a), if the Securities are eligible to be sold without restriction under, and without the Company being in compliance with the current public information requirements of, Rule 144 under the Securities Act of 1933, as amended (the “Securities Act”), ) or if they are registered for resale under the Securities Act pursuant to a shelf registration statement, then at the Purchaser’s written request, the Company will use best efforts to cause the Company’s transfer agent to remove the legend set forth in Section 1(b)(ii), subject to compliance by the Purchaser with the such reasonable and customary procedures for such removal required by the Company or its transfer agent. In connection therewith, if required by the Company’s transfer agent, the Company will promptly cause an opinion of counsel to be delivered to and maintained with its transfer agent, together with any other authorizations, certificates and directions required by the transfer agent that authorize and direct the transfer agent to issue such Securities without any such legend.

Appears in 1 contract

Samples: Subscription Agreement (VectoIQ Acquisition Corp.)

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