Non-Distributive Intent. The Shareholder covenants and warrants that the shares received are acquired for his own account and not with the present view towards the distribution thereof and he will not dispose of such shares except (i) pursuant to an effective registration statement under the 1933 Act, or (ii) in any other transaction which, in the opinion of counsel acceptable to the issuer, is exempt from registration under the 1933 Act, or the rules and regulations of the SEC thereunder. In order to effectuate the covenants of this subsection 7.2, an appropriate legend will be placed upon each of the certificates of common stock of issued pursuant to this Agreement, and stop transfer instructions shall be placed with the transfer agent for the securities.
Appears in 2 contracts
Sources: Merger Agreement (Asian Star Development Inc /Nv), Merger Agreement (Ciro International Inc)
Non-Distributive Intent. The Shareholder covenants and warrants that the shares received are acquired for his or its own account and not with the present view towards the distribution thereof and he or it will not dispose of such shares except (i) pursuant to an effective registration statement under the 1933 Securities Act, or (ii) in any other transaction which, in the opinion of counsel acceptable to the issuer, is exempt from registration under the 1933 Securities Act, or the rules and regulations of the SEC thereunder. In order to effectuate the covenants of this subsection 7.2subsection, an appropriate legend will be placed upon each of the certificates of common and preferred stock of issued pursuant to this Agreement, and stop transfer instructions shall be placed with the transfer agent for the securities.
Appears in 1 contract
Sources: Agreement and Plan of Reorganization (Apptigo International, Inc.)