Common use of Reissuance of Securities Clause in Contracts

Reissuance of Securities. The Company agrees to reissue certificates representing the Securities without the legends set forth in Section 5.7 above at such time as (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act, or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with the Purchaser in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the selling Purchaser and broker, if any.

Appears in 26 contracts

Samples: Securities Purchase Agreement (Numerex Corp /Pa/), Securities Purchase Agreement (Electric City Corp), Securities Purchase Agreement (Axesstel Inc)

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Reissuance of Securities. The Company agrees to reissue certificates representing the Securities without the legends set forth in Section 5.7 above at such time as (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act, or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with the Purchaser in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the selling Purchaser and broker, if any.

Appears in 10 contracts

Samples: Securities Purchase Agreement (Vertex Interactive Inc), Securities Purchase Agreement (Versacom International Inc), Convertible Note Purchase Agreement (Idial Networks Inc)

Reissuance of Securities. The Company agrees to reissue certificates representing the Securities without the legends set forth in Section 5.7 Sections 1(e) and 1(f) above at such time as (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act, or (b) upon resale subject to an effective registration statement after such the Securities are registered under the Securities Act. The Company agrees to cooperate with the Purchaser Subscriber in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations certifications from the Subscriber and selling Purchaser and broker, if any.

Appears in 8 contracts

Samples: Subscription Agreement (Bikers Dream Inc), Subscription Agreement (Rnethealth Com Inc), Subscription Agreement (Teltran International Group LTD)

Reissuance of Securities. The Company agrees to reissue certificates representing the Securities without the legends set forth in Section 5.7 Sections 1(e) and 1(f) above at such time as (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act, or (b) upon resale subject to an effective registration statement after such the Securities are registered under the Securities Act. The Company agrees to cooperate with the Purchaser Subscriber in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the Subscriber and selling Purchaser and broker, if any.

Appears in 7 contracts

Samples: Subscription Agreement (Cambio Inc), Subscription Agreement (Icoa Inc), Subscription Agreement (Wealthhound Com Inc)

Reissuance of Securities. The Company agrees to reissue certificates representing the Securities without the legends set forth in Section 5.7 above at such time as (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities 1933 Act, or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act0000 Xxx. The Company agrees to cooperate with the Purchaser in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and and, subject to satisfaction of all requirements of such rules, to provide legal opinions or such transfer agent instructions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the selling Purchaser and broker, if any.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Stockeryale Inc), Securities Purchase Agreement (Stockeryale Inc), Securities Purchase Agreement (Stockeryale Inc)

Reissuance of Securities. The Company agrees to reissue certificates representing the Securities without the legends set forth in Section 5.7 5.8 above at such time as (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act, or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with the Purchaser in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the selling Purchaser and broker, if any.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Electric City Corp), Securities Purchase Agreement (Electric City Corp), Securities Purchase Agreement (Equifin Inc)

Reissuance of Securities. The Company agrees to reissue certificates representing the Securities without the legends set forth in Section 5.7 above at such time as (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities 1933 Act, or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act0000 Xxx. The Company agrees to cooperate with the Purchaser in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions or such transfer agent instructions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the selling Purchaser and broker, if any.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Digital Angel Corp), Securities Purchase Agreement (Digital Angel Corp), Securities Purchase Agreement (Digital Angel Corp)

Reissuance of Securities. The Company agrees to reissue certificates representing the Securities without the legends set forth in Section 5.7 above at such time as (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act, or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with the Purchaser in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the selling Purchaser and broker, if any.. 6.14

Appears in 2 contracts

Samples: Securities Purchase Agreement (Global Sports & Entertainment Inc/), Securities Purchase Agreement (Path 1 Network Technologies Inc)

Reissuance of Securities. The Company agrees to reissue certificates representing the Securities without the legends set forth in Section 5.7 above at such time as (a) the holder thereof is permitted to dispose has disposed of such Securities pursuant to Rule 144(k) an exemption from registration under the Securities Act, or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with the Purchaser in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the selling Purchaser and broker, if any.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Implant Sciences Corp), Securities Purchase Agreement (Implant Sciences Corp)

Reissuance of Securities. The Company agrees to reissue certificates representing the Securities without the legends set forth in Section 5.7 5.12 above at such time as (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act, or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with the Purchaser in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the selling Purchaser and broker, if any.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Ophthalmic Imaging Systems), Securities Purchase Agreement (Ophthalmic Imaging Systems)

Reissuance of Securities. The Company agrees to reissue certificates representing the Securities without the legends set forth in Section 5.7 Sections 1(e) and 1(f) above at such time as (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act, or (b) upon resale subject to an effective registration statement after such the Securities are registered under the Securities Act. The Company agrees to cooperate with the Purchaser Subscriber in connection with all resales pursuant to Rule 144(d) and Rule 144(k) provided the sale or proposed sale complies with same, and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the Subscriber and selling Purchaser and broker, if any.

Appears in 1 contract

Samples: Subscription Agreement (Plus Solutions Inc)

Reissuance of Securities. The Company agrees to reissue ------------------------ certificates representing the Securities without the legends set forth in Section 5.7 Sections 1(e) and 1(f) above at such time as (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act, or (b) upon resale subject to an effective registration statement after such the Securities are registered under the Securities Act. The Company agrees to cooperate with the Purchaser Subscriber in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the Subscriber and selling Purchaser and broker, if any.

Appears in 1 contract

Samples: Subscription Agreement (Advanced Aerodynamics & Structures Inc/)

Reissuance of Securities. The Company agrees to reissue certificates representing the Securities without the legends set forth in Section 5.7 above at such time as (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act, or (b) upon resale subject to an effective registration statement Registration Statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with the Purchaser an Investor in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the selling Purchaser Investor and broker, if any.

Appears in 1 contract

Samples: Securities Purchase Agreement (Nestor Inc)

Reissuance of Securities. The Company agrees to reissue certificates representing the Securities without the legends set forth in Section 5.7 5.9 above at such time as (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act, or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with the Purchaser in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the selling Purchaser and broker, if any.

Appears in 1 contract

Samples: Securities Purchase Agreement (Tidel Technologies Inc)

Reissuance of Securities. The Company agrees to reissue certificates representing the Securities without the legends set forth in Section 5.7 5.8 above at such time as (a) as: the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act, ; or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with the Purchaser Purchasers in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the selling Purchaser applicable Purchasers and broker, if any.

Appears in 1 contract

Samples: Securities Purchase Agreement (Micro Component Technology Inc)

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Reissuance of Securities. The Company agrees to reissue certificates representing the Securities without the legends set forth in Section 5.7 above at such time as as: (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act, ; or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with the Purchaser in connection with all resales pursuant to Rule 144(d) 144 and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the selling Purchaser and broker, if any.

Appears in 1 contract

Samples: Securities Purchase Agreement (Ventures National Inc)

Reissuance of Securities. The Company agrees to reissue certificates representing the Securities without the legends set forth in Section 5.7 above at such time as (a) as: the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act, ; or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with the Purchaser in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the selling Purchaser and broker, if any.

Appears in 1 contract

Samples: Securities Purchase Agreement (Micro Component Technology Inc)

Reissuance of Securities. The Company agrees to reissue certificates representing the Securities without the legends set forth in Section 5.7 0 above at such time as (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act, or (b) upon resale subject to an effective registration statement Registration Statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with the Purchaser an Investor in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the selling Purchaser Investor and broker, if any.

Appears in 1 contract

Samples: Securities Purchase Agreement (Nestor Inc)

Reissuance of Securities. The Company agrees to reissue certificates representing the Securities without the legends set forth in Section 5.7 5. 7 above at such time as (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities 1933 Act, or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act0000 Xxx. The Company agrees to cooperate with the Purchaser in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and and, subject to satisfaction of all requirements of such rules, to provide legal opinions or such transfer agent instructions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the selling Purchaser and broker, if any.

Appears in 1 contract

Samples: Securities Purchase Agreement (Stockeryale Inc)

Reissuance of Securities. The Company agrees to reissue certificates representing the Securities without the legends set forth in Section 5.7 Sections 1(e) and 1(f) above at such time as (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act, or (b) upon resale subject to an effective registration statement after such the Securities are registered under the Securities Act. The Company agrees to cooperate with the Purchaser Subscriber in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide furnish legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations certifications from the Subscriber and selling Purchaser and broker, if any.

Appears in 1 contract

Samples: Subscription Agreement (Antra Holdings Group Inc)

Reissuance of Securities. The Company agrees to reissue certificates representing the Securities without the legends set forth in Section 5.7 5.8 above at such time as (a) as: the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act, ; or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with the Purchaser in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the selling Purchaser and broker, if any.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cyber Digital Inc)

Reissuance of Securities. The Company agrees to reissue certificates representing the Securities Company Shares without the legends set forth in Section 5.7 Sections 1(e) and 1(f) above at such time as (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act, or (b) upon resale subject to an effective registration statement after such the Securities are registered under the Securities Act. The Company agrees to cooperate with the Purchaser Subscriber in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations certifications from the Subscriber and selling Purchaser and broker, if any.

Appears in 1 contract

Samples: Subscription Agreement (Rnethealth Com Inc)

Reissuance of Securities. The Company agrees to reissue certificates representing the Securities without the legends set forth in Section 5.7 Sections 6.7 and 6.8 above at such time as (a) the holder thereof is permitted to dispose of such Securities pursuant to Rule 144(k) under the Securities Act, or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with the Purchaser in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the selling Purchaser and broker, if any.

Appears in 1 contract

Samples: Convertible Note Purchase Agreement (Advanced Optics Electronics Inc)

Reissuance of Securities. The Company agrees to reissue certificates representing the Securities without the legends set forth in Section 5.7 above at such time as (a) the holder thereof is permitted to dispose has disposed of such Securities pursuant to Rule 144(k) an exemption from registration under the Securities Act, or (b) upon resale subject to an effective registration statement after such Securities are registered under the Securities Act. The Company agrees to cooperate with the Purchaser in connection with all resales pursuant to Rule 144(d) and Rule 144(k) and provide legal opinions necessary to allow such resales provided the Company and its counsel receive reasonably requested representations from the selling Purchaser and broker, if any. The Purchaser covenants to comply with applicable prospectus delivery requirements.

Appears in 1 contract

Samples: Securities Purchase Agreement (Implant Sciences Corp)

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