Common use of Membership Interest in Restricted Security Clause in Contracts

Membership Interest in Restricted Security. He or she understands that the Membership Interests are a "restricted securities" under the Securities Act in that the Membership Interests will be acquired from the Company in a transaction not involving a public offering, and that the Membership Interests may be resold without registration under the Securities Act only in certain limited circumstances and that otherwise the Membership Interests must be held indefinitely. In this connection, he or she understands the resale limitations imposed by the Securities Act and is familiar with SEC Rule 144, as presently in effect, and the conditions which must be met in order for the Rule to be available for resale of "restricted securities," including the requirement that the securities must be held for at least two (2) years after purchase thereof from the Company prior to resale (three (3) years in the absence of publicly available information about the Company) and the condition that there be available to the public current information about the Company under certain circumstances. He or she understands that the Company has not made such information available to the public and has no present plans to do so.

Appears in 3 contracts

Samples: Operating Agreement (Chosen, LLC), Operating Agreement (Chosen, LLC), Operating Agreement (Chosen, LLC)

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Membership Interest in Restricted Security. He or she The Member understands that the Membership Interests are Interest is a "restricted securities" security” under the Securities Act in that the Membership Interests Interest will be acquired from the Company LLC in a transaction not involving a public offering, and that the Membership Interests may be resold without registration under the Securities Act only in certain limited circumstances and that otherwise the Membership Interests Interest must be held indefinitely. In this connection, he or she the Member understands the resale limitations imposed by the Securities Act and is familiar with SEC Rule 144, as presently in effectand, and to the extent this Rule applies, the conditions which must be met in order for the that Rule to be available for resale of "restricted securities," including the requirement that the certain securities must be held for at least two (2) years after purchase thereof from the Company LLC prior to resale (three (3) years in the absence of publicly available information about the CompanyLLC) and the condition that there be available to the public current information about the Company LLC under certain circumstances. He or she The Member understands that the Company LLC has not made such information available to the public and has no present plans to do so.

Appears in 2 contracts

Samples: Operating Agreement (Molecular Imaging Corp), Operating Agreement (Molecular Imaging Corp)

Membership Interest in Restricted Security. He or she It understands that the Membership Interests are Interest is a "restricted securities" security” under the Securities Act in that the Membership Interests Interest will be acquired from the Company in a transaction not involving a public offering, and that the Membership Interests Interest may be resold without registration under the Securities Act only in certain limited circumstances and that otherwise the Membership Interests Interest must be held indefinitely. In this connection, he or she it understands the resale limitations imposed by the Securities Act and is familiar with SEC Rule 144, as presently in effect, and the conditions which must be met in order for the that Rule to be available for resale of "restricted securities," including the requirement that the securities must be held for at least two (2) years after purchase thereof from the Company prior to resale (three (3) years in the absence of publicly available information about the Company) and the condition that there be available to the public current information about the Company under certain circumstances. He or she It understands that the Company has not made such information available to the public and has no present plans to do so.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Akorn Inc)

Membership Interest in Restricted Security. He or she understands that the Membership Interests are Interest is a "restricted securities" security” under the Securities Act in that the Membership Interests Interest will be acquired from the Company in a transaction not involving a public offering, and that the Membership Interests Interest may be resold without registration under the Securities Act only in certain limited circumstances and that otherwise the Membership Interests Interest must be held indefinitely. In this connection, he or she understands the resale limitations imposed by the Securities Act and is familiar with SEC Rule 144, as presently in effect, and the conditions which must be met in order for the that Rule to be available for resale of "restricted securities," including the requirement that the securities must be held for at least two (2) years after purchase thereof from the Company prior to resale (three (3) years in the absence of publicly available information about the Company) and the condition that there be available to the public current information about the Company under certain circumstances. He or she understands that the Company has not made such information available to the public and has no present plans to do so.

Appears in 1 contract

Samples: Index Operating Agreement

Membership Interest in Restricted Security. He or she understands that the Membership Interests are Interest is a "restricted securities" security” under the Securities Act in that the Membership Interests Interest will be acquired from the Company in a transaction not involving a public offering, and that the Membership Interests Interest may be resold without registration under the Securities Act only in certain limited circumstances and that otherwise the Membership Interests Interest must be held indefinitely. In this connection, he or she understands the resale limitations imposed by the Securities Act and is familiar with SEC Rule 144, as presently in effect, and the conditions which must be met in order for the that Rule to be available for resale of "restricted securities," including the requirement that the securities must be held for at least two (2) years after purchase thereof from the Company prior to Operating Agreement for Xxxxxx Quality, LLC resale (three (3) years in the absence of publicly available information about the Company) and the condition that there be available to the public current information about the Company under certain circumstances. He or she understands that the Company has not made such information available to the public and has no present plans to do so.

Appears in 1 contract

Samples: Operating Agreement (Aptitude Solutions, Inc.)

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Membership Interest in Restricted Security. He or she Such Member understands that the Membership Interests are Interest is a "restricted securities" security” under the Securities Act in that the Membership Interests Interest will be acquired from the Company in a transaction not involving a public offering, and that the Membership Interests Interest may be resold without registration under the Securities Act only in certain limited circumstances and that otherwise the Membership Interests Interest must be held indefinitely. In this connection, he or she such Member understands the resale limitations imposed by the Securities Act and is familiar with SEC Rule 144, as presently in effect, and the conditions which must be met in order for the that Rule to be available for resale of "restricted securities," including the requirement that the securities must be held for at least two (2) years after purchase thereof from the Company prior to resale (three (3) years in the absence of publicly available information about the Company) and the condition that there be available to the public current information about the Company under certain circumstances. He or she Such Member understands that the Company has not made such information available to the public and has no present plans to do so.

Appears in 1 contract

Samples: Operating Agreement (ARAMARK FHC Kansas, Inc.)

Membership Interest in Restricted Security. He or she The Member understands that the Membership Interests are Interest is a "restricted securitiessecurity" under the Securities Act in that the Membership Interests Interest will be acquired from the Company in a transaction not involving a public offering, and that the Membership Interests Interest may be resold without registration under the Securities Act only in certain limited circumstances and that otherwise the Membership Interests Interest must be held indefinitely. In this connection, he or she the Member understands the resale limitations imposed by the Securities Act and is familiar with SEC Rule 144, as presently in effect, and the conditions which must be met in order for the that Rule to be available for resale of "restricted securities," including the requirement that the securities must be held for at least two (2) years after purchase thereof from the Company prior to resale (three (3) years in the absence of publicly available information about the Company) and the condition that there be available to the public current information about the Company under certain circumstances. He or she The Member understands that the Company has not made such information available to the public and has no present plans to do so.

Appears in 1 contract

Samples: Operating Agreement (Neurocrine Biosciences Inc)

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