Common use of Registration or Exemption Requirements Clause in Contracts

Registration or Exemption Requirements. The Purchaser further -------------------------------------- acknowledges and understands that the Warrants may not be resold or otherwise transferred except in a transaction registered under the Securities Act or unless all exemption from such registration is available. The Purchaser understands that the certificate(s) evidencing the Warrants will be imprinted with a legend that prohibits the transfer of such securities unless (i) they are registered or such registration is not required, and (ii) if the transfer is pursuant to an exemption from registration other than Rule 144 under the Securities Act and, if the Company shall so request in writing, an opinion of counsel reasonably satisfactory to the Company is obtained to the effect that the transaction is so exempt.

Appears in 1 contract

Samples: Purchase Agreement (Vidamed Inc)

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Registration or Exemption Requirements. The Purchaser further -------------------------------------- acknowledges and understands that the Warrants Common Shares may not be resold or otherwise transferred except in a transaction registered under the Securities Act or unless all an exemption from such registration is available. The Purchaser understands that the certificate(s) evidencing the Warrants Common Shares will be imprinted with a legend that prohibits the transfer of such securities unless (i) they are registered or such registration is not required, and (ii) if the transfer is pursuant to an exemption from registration other than Rule 144 under the Securities Act and, if the Company shall so request in writing, an opinion of counsel reasonably satisfactory to the Company is obtained to the effect that the transaction is so exempt.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Symphonix Devices Inc)

Registration or Exemption Requirements. The Purchaser further -------------------------------------- Buyer acknowledges and -------------------------------------- understands that the Warrants Securities may not be resold or otherwise transferred except in a transaction registered under the Securities Act and any applicable state securities laws or unless all an exemption from such registration is available. The Purchaser Buyer understands that the certificate(s) evidencing the Warrants Securities will be imprinted with a legend that prohibits the transfer of such securities the Securities unless (i) they are registered or such registration is not required, and (ii) if the transfer is pursuant to an exemption from registration other than Rule 144 under the Securities Act and, if the Company shall so request in writing, an opinion of counsel reasonably satisfactory to the Company is obtained to the effect that the transaction is so exempt.

Appears in 1 contract

Samples: Securities Purchase Agreement (Storm Technology Inc)

Registration or Exemption Requirements. The Purchaser further -------------------------------------- acknowledges and understands that the Warrants Shares may not be transferred, resold or otherwise transferred disposed of except in a transaction registered under the Securities Act and any applicable State securities laws or unless all an exemption from such registration is available. The Purchaser understands that the certificate(s) evidencing the Warrants Shares will be imprinted with a legend that prohibits the transfer of such securities the Shares unless (i) they are registered or such registration is not required, and (ii) if the transfer is pursuant to an exemption from registration other than Rule 144 under the Securities Act and, if the Company shall so request in writing, an opinion of counsel reasonably satisfactory to the Company is obtained to the effect that the transaction is so exempt.

Appears in 1 contract

Samples: Purchase Agreement (Xybernaut Corp)

Registration or Exemption Requirements. The Purchaser further -------------------------------------- acknowledges and understands that the Warrants Securities may not be resold or otherwise transferred except in a transaction registered under the Securities Act or unless all an exemption from such registration is available. The Purchaser understands that the certificate(s) evidencing the Warrants Securities will be imprinted with a legend that prohibits the transfer of such securities unless (i) they are registered or such registration is not required, and (ii) if the transfer is pursuant to an exemption from registration other than Rule 144 under the Securities Act and, if the Company shall so request in writing, an opinion of counsel reasonably satisfactory to the Company is obtained to the effect that the transaction is so exempt.

Appears in 1 contract

Samples: Purchase Agreement (Vidamed Inc)

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Registration or Exemption Requirements. The Purchaser further -------------------------------------- acknowledges and understands that the Warrants Shares may not be resold or otherwise transferred except in a transaction registered under the Securities Act or unless all an exemption from such registration is available. The Purchaser understands that the certificate(s) evidencing the Warrants Shares will be imprinted with a legend that prohibits the transfer of such securities shares unless (ia) they are registered or such registration is not required, and (iib) if the transfer is pursuant to an exemption from registration other than Rule 144 under the Securities Act and, if the Company shall so request in writing, an opinion of counsel reasonably satisfactory to the Company is obtained to the effect that the transaction is so exempt.

Appears in 1 contract

Samples: Purchase Agreement (Medtronic Inc)

Registration or Exemption Requirements. The Purchaser further -------------------------------------- acknowledges and understands that the Warrants Shares may not be transferred, resold or otherwise transferred disposed of except in a transaction registered under the Securities Act and any applicable state securities laws or unless all an exemption from such registration is available. The Purchaser understands that the certificate(s) evidencing the Warrants Shares will be imprinted with a legend that prohibits the transfer of such securities the Shares unless (i) they are registered or such registration is not required, and (ii) if the transfer is pursuant to an exemption from registration other than Rule 144 under the Securities Act and, if the Company shall so request in writing, an opinion of counsel reasonably satisfactory to the Company is obtained to the effect that the transaction is so exempt.

Appears in 1 contract

Samples: Stock Purchase Agreement (Xybernaut Corp)

Registration or Exemption Requirements. The Purchaser further -------------------------------------- acknowledges and understands that the Warrants Shares may not be resold or otherwise transferred except in a transaction registered under the Securities Act or unless all an exemption from such registration is available. The Purchaser understands that the certificate(s) evidencing the Warrants Shares will be imprinted with a legend that prohibits the transfer of such securities shares unless (ia) they are registered or such registration is not required, and (iib) if the transfer is pursuant to an exemption from registration other than Rule 144 under the Securities Act and, if the Company shall so request in writing, an opinion of counsel reasonably satisfactory to the Company is obtained to the effect that the transaction is so exempt.

Appears in 1 contract

Samples: Purchase Agreement (Vidamed Inc)

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