Limitations on Resale. The Shareholder agrees that he will not sell in the public market more than 50,000 of the Shares in any three month period and agrees that the certificates representing the Shares held by the Shareholder will be marked by a legend to prevent any sales in excess of this amount, provided that in the event that the Shareholder sells the Shares in a private transaction to a bona fide purchaser in compliance with the requirements of the Securities Act the purchaser acquiring such Shares will not be subject to the limitations provided for herein.
Limitations on Resale. Purchaser understands that the Securities must be held indefinitely unless they are registered under the Securities Act or an exemption from such registration is available. Purchaser acknowledges that it is familiar with Rule 144, as amended, of the rules and regulations of the Commission promulgated pursuant to the Securities Act (“Rule 144”), and that it has been advised that Rule 144 permits resales only under certain limited circumstances. The Purchaser understands that to the extent that Rule 144 is not available, Purchaser will be unable to sell any Securities without either registration under the Securities Act or the availability of another exemption from such registration requirement.
Limitations on Resale. The Investor will resell the Units only in accordance with the provisions of Regulation S of the Securities Act, pursuant to registration under the Securities Act or pursuant to an available exemption from registration under the Securities Act.
Limitations on Resale. The Subscriber will resell the Shares only in accordance with the provisions of Regulation S of the 1933 Act, pursuant to registration under the 1933 Act, or pursuant to an available exemption from registration under the 1933 Act. The Subscriber will not resell the Shares to U.S. persons or within the United States for at least a period of one year from the date the Shares are fully paid for. The Subscriber will only resell the Shares in compliance with Rule 904 of Regulation S, which Rule requires, among other things, a purchaser to also comply with Regulation S;
Limitations on Resale. It is agreed that neither the Buyer nor the Seller as participants shall sell, transfer, encumber or assign all or any part of its participation ownership interest in any of the Loans subject to the terms of this Agreement and with respect to which Buyer has participated pursuant to this Agreement except (i) sales or transfers to bona fide third party investors pursuant to arms-length transactions, and (ii) sales which encompass 100% of Buyer's Interest in any such Loans. Seller hereby agrees, unless specifically authorized to do so in writing by the Buyer and except as specifically provided herein, not to sell its participation ownership interest or any part thereof in any such Loan or advance, but provided that either the Seller or the Buyer may, without the consent of the other, pledge, hypothecate or transfer its respective participation ownership interests in such Loans to any Federal Home Loan Bank for the purpose of securing an advance to it. This provision, however, is not to be construed in derogation of the right and authority granted to the Seller under this Agreement to satisfy the whole of such Loan, or to execute releases under appropriate circumstances, and, if required, the Buyer will join therein.
Limitations on Resale. Purchaser agrees that it will not sell, assign or transfer any of the Securities at any time in violation of the Securities Act and acknowledges that it is taking unregistered securities, it must continue to bear the economic risk of its investment for an indefinite period of time because of the fact that the Securities have not been registered under the Securities Act or any applicable state securities laws, and it realizes that the Securities cannot be sold unless subsequently registered under the Securities Act, and any applicable state securities laws, or an exemption from such registration is available. It recognizes that the Company is not assuming any obligation to register the Securities, except to the extent expressly set forth herein. Purchaser agrees that appropriate legends reflecting the status of the Securities under the Securities Act, and any applicable state securities laws, may be placed on the face of the certificates for such Securities at the time of their issuance to it and upon any transfer to any assignee.
Limitations on Resale. You agree that you will not sell, assign or transfer any of the Securities at any time in violation of the Securities Act and acknowledge that you are taking unregistered securities, you must continue to bear the economic risk of your investment for an indefinite period of time because of the fact that the Securities have not been registered under the Securities Act or any applicable state securities laws, and you realize that the Securities cannot be sold unless subsequently registered under the Securities Act, and any applicable state securities laws, or an exemption from such registration is available. You recognize that the Company is not assuming any obligation to register the Securities, except to the extent expressly set forth herein. You agree that appropriate legends reflecting the status of the Securities under the Securities Act, and any applicable state securities laws, may be placed on the face of the certificates for such Securities at the time of their issuance to you and upon any transfer to any assignee of you.
Limitations on Resale. The Holder will resell this Warrant or the Warrant Shares only in accordance with the provisions of Regulation S of the Securities Act, pursuant to registration under the Securities Act, or pursuant to an available exemption from registration under the Securities Act.
Limitations on Resale. Purchaser understands and acknowledges that the Shares must be held indefinitely unless they are registered under the Securities Act or an exemption from such registration is available. Purchaser is familiar with Rule 144 of the rules and regulations of the Commission promulgated pursuant to the Securities Act (“Rule 144”), and it understands that Rule 144 permits resales only under certain limited circumstances and understands and acknowledges that, to the extent that Rule 144 is not available for resales of the Shares, Purchaser will be unable to sell any Shares without either registration under the Securities Act or the availability of another exemption from such registration requirement. Purchaser further understands that the Shares and the shares of Company Common Stock to be issued upon conversion of the Shares will be “restricted securities” as that term is defined in Rule 144 and must be held indefinitely unless they are registered under the Securities Act or an exemption from registration is available. It further acknowledges that it is familiar with Rule 144 and that it has been advised that Rule 144 permits resales only under certain circumstances. It understands that to the extent that Rule 144 is not available, it will be unable to sell any of the Shares without either registration under the Securities Act or the existence of another exemption from such registration requirement. It further understands that (i) the Company is an issuer that formerly was an issuer described in Section (i)(1)(i) of Rule 144 and, as a result, Rule 144 will not be available for resales of the Shares or the Company Common Stock to be issued upon their conversion unless, at the time of such resale, it is subject to the reporting requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934 (the “Exchange Act”) and has filed all reports and other materials required to be filed by Section 13 or 15(d) of the Exchange Act, as applicable, during the preceding 12 months (or for such shorter period that it was required to file such reports and materials), other than Current Reports on Form 8-K; and that Rule 144 will not be available for resales of the Shares. Purchaser understands that there is no trading symbol for or market makers in the Shares and that there may be no means of selling them in the public securities markets under Rule 144 or otherwise.
Limitations on Resale. Holder is aware that (a) the Warrant and the Waste-Quip Shares have not been registered under the Act and that it must hold the Warrant and such shares indefinitely unless they are subsequently registered under the Act or an exemption from such registration is available, and (b) there is no market for the Warrant or the Waste-Quip Shares. Holder is acquiring the Warrant and, upon exercise thereof, will acquire the Waste-Quip Shares for its own account, for investment and not with a view to the distribution thereof and will not sell, transfer or otherwise dispose of the Warrant or the Waste-Quip Shares unless a registration statement filed with the SEC pursuant to the Act with respect thereto is in effect or Waste-Quip shall have received an opinion of counsel reasonably satisfactory to it to the effect that such registration is not required. Holder acknowledges and agrees that the certificates representing the Waste-Quip Shares to be received by it upon exercise of the Warrant shall bear a legend stating the substance of such restrictions.
