Reissuance of Shares. The Company will cause the removal of the legend set forth in Section 1(e) above at such time as (a) the Subscriber is permitted to, and disposes of, the Shares pursuant to an exemption to the registration requirements of the 1933 Act or Rule 144 of the 1933 Act, in the opinion of counsel reasonably satisfactory to the Company, or (b) upon sale of the Shares pursuant to an effective registration statement under the 1933 Act. The Company agrees to cooperate with the Subscriber in connection with all sales pursuant to Rule 144 of the 1933 Act and provide legal opinions necessary to allow such sales provided the Company and its counsel receive requested written representations from the Subscriber and selling broker, if any. The Company will pay for its costs in connection with the removal of the legend hereunder.
Reissuance of Shares. Shares of Series A Preferred Stock which have been redeemed or purchased, shall have the status of authorized and unissued shares of preferred stock and may be reissued as part of the series of which they were originally a part or may be reissued as part of a new series of the preferred stock to be created by resolution or resolutions of the Board or as part of any other series of preferred stock, all subject to the conditions or restrictions on issuance set forth in any resolution or resolutions adopted by the Board providing for the issue of any series of preferred stock.
Reissuance of Shares. The Company agrees to issue and deliver to the Subscriber, at the Company’s expense, replacement certificates for the Shares and Warrant Shares previously issued that are free of the legend set forth in Section 1(e) above at such time as (a) the holder thereof is permitted to and disposes of such Shares and Warrant Shares pursuant to Rule 144(d) and/or Rule 144(k) of the 1933 Act in the opinion of counsel reasonably satisfactory to the Company, or (b) upon resale of the Shares and Warrant Shares pursuant to an effective registration statement under the 1933 Act. The Company agrees to cooperate with the Subscriber in connection with all resales pursuant to Rule 144(d) and Rule 144(k) of the 1933 Act and provide legal opinions necessary to allow such resales provided the Company and its counsel receive requested written representations from the Subscriber and selling broker, if any.
Reissuance of Shares. Within three (3) Business Days of the effective date of the Registration Statement, the Company shall advise its transfer agent that the Shares covered by such Registration Statement are subject to an effective registration statement and can be reissued free of restrictive legend upon notice of a sale by the Investor and confirmation by the Investor that it has complied with the prospectus delivery requirements; provided that the Company has not advised the transfer agent orally or in writing that such Registration Statement has been suspended; provided, further, that in the event the Company’s transfer agent requires an opinion of counsel to the Company for any such reissuance, the Company shall cause its counsel to issue an opinion to the transfer agent stating the foregoing within three (3) Business Days after any such request for an opinion by the transfer agent.
Reissuance of Shares. Any Common Shares acquired by Holdings pursuant to the provisions of Sections 9 and 10 of a Management Subscription Agreement may be reissued by Holdings in accordance with its By-Laws at such price as shall be determined by the Compensation Committee and only to a Person who (i) is an individual who is another Management Stockholder or another member of the management of Holdings or one of its Subsidiaries, (ii) is approved by a majority of the members of the Compensation Committee, provided that (a) if the Compensation Committee does not approve a reissuance hereunder within 180 days following an acquisition by Holdings, a majority of the Board of Holdings may recommend and approve such reissuance and (b) if the individual or individuals approved by the Compensation Committee elects or elect not to purchase such Common Shares, the Compensation - 33 - 38 Committee (or the Board if the Compensation Committee fails to act within 90 days) shall approve another individual or other individuals in accordance with this Section 5.2, (iii) executes a counterpart of, and becomes a party to, this Agreement pursuant to the provisions of Article XIII hereof and (iv) agrees to be bound by all of the provisions (other than Sections 3, 4 and 5) of the Management Subscription Agreements.
Reissuance of Shares. Any shares of the Series A Preferred which are redeemed or otherwise reacquired by the Corporation shall assume the status of authorized but unissued Preferred Stock undesignated as to series, subject to later issuance, and shall not be reissued as shares of Series A Preferred.
Reissuance of Shares. The Company, or any of its affiliates, the legend set forth in Section 1(e) above at such time as (a) the holder thereof is permitted to and disposes of such Shares pursuant to Rule 144(d) and/or Rule 144(k) of the 1933 Act in the opinion of counsel reasonably satisfactory to the Company, or (b) upon resale of the Shares pursuant to an effective registration statement under the 1933 Act. The Company agrees to cooperate with the Subscriber in connection with all resales pursuant to Rule 144(d) and Rule 144(k) of the 1933 Act and provide legal opinions necessary to allow such resales provided the Company and its counsel receive requested written representations from the Subscriber and selling broker, if any.
Reissuance of Shares. The 2,066 shares of Common Stock repurchased by the Company from Xxxxxxx on January 3, 2002, pursuant to the Plan of Redemption for the Common Stock of Xxxxxxx dated December 1, 1997 (the “Xxxxxxx Redemption Shares”) shall be deemed to have been repurchased pursuant to this Section 4. The Company shall be entitled to reissue, at the then fair market value, to current and new employees of the Company shares of Common Stock repurchased by the Company after December 28, 2001 pursuant to this Section 4, including without limitation the Xxxxxxx Redemption Shares. Shares reissued in accordance with the preceding sentence shall not be deemed to be “Additional Stock” and shall not result in an adjustment of the “Conversion Price” as such terms are defined in the Restated Certificate. No shares reissued pursuant to this Section 4.3 shall be sold to any person unless such person is already a party to this Agreement or executes a counterpart signature page to this Agreement agreeing to be bound by the terms and provisions hereof.
Reissuance of Shares. The Company will cause the removal of the legend set forth in Section 3(e) above at such time as (a) the Purchaser is permitted to, and disposes of, the Shares pursuant to an exemption to the registration requirements of the Securities Act or Rule 144 under the Securities Act, in the opinion of counsel reasonably satisfactory to the Company, or (b) upon sale of the Shares pursuant to an effective registration statement under the Securities Act. The Company agrees to cooperate with the Purchaser in connection with all sales pursuant to Rule 144 under the Securities Act and provide legal opinions necessary to allow such sales provided the Company and its counsel receive requested written representations from the Purchaser and selling broker, if any. The Company will pay for its costs in connection with the removal of the legend hereunder.
Reissuance of Shares. The Company will not sell or otherwise reissue the Shares without the Seller's written consent. * * * This Series C Preferred Stock Repurchase Agreement is hereby executed as of the date first above written. deCODE genetics, Inc. By: /s/ Kari Xxxxxxxxxx ----------------------------------- Kari Xxxxxxxxxx, Xxesident
