Common use of Securities Law and Other Restrictions Clause in Contracts

Securities Law and Other Restrictions. Notwithstanding any other provision of this Agreement, the Company will not be required to issue any Award Shares to the Grantee, and the Grantee may not sell, assign, transfer or otherwise dispose of Award Shares, unless (a) there is in effect with respect to such shares a registration statement under the Securities Act of 1933, as amended (the "Securities Act") and any applicable state or foreign securities laws or an exemption from such registration under the Securities Act and applicable state or foreign securities laws, and (b) there has been obtained any other consent, approval or permit from any other regulatory body which the Company, in its sole discretion, deems necessary or advisable. The Company may condition such issuance, sale or transfer upon the receipt of any representations or agreements from the parties involved, and the placement of any legends on certificates representing shares of Common Stock, as may be deemed necessary or advisable by the Company in order to comply with such securities law or other restrictions.

Appears in 2 contracts

Samples: Restricted Stock Award Agreement (Tricord Systems Inc /De/), Restricted Stock Award Agreement (Tricord Systems Inc /De/)

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Securities Law and Other Restrictions. Notwithstanding any other provision of the Plan or this Agreement, the Company will not be required to issue any Award Shares to the Granteeissue, and the Grantee Participant may not sell, assign, transfer or otherwise dispose of, any shares of Award SharesCommon Stock received as payment of the Deferred Stock Units, unless (a) there is in effect with respect to such the shares of Common Stock received as payment of the Deferred Stock Units a registration statement under the Securities Act of 1933, as amended (the "Securities Act") amended, and any applicable state or foreign securities laws or an exemption from such registration under the Securities Act and applicable state or foreign securities lawsregistration, and (b) there has been obtained any other consent, approval or permit from any other regulatory body which the CompanyCommittee, in its sole discretion, deems necessary or advisable. The Company may condition such issuance, sale or transfer upon the receipt of any representations or agreements from the parties involved, and the placement of any legends on certificates representing shares Common Stock received as payment of Common Stockthe Deferred Stock Units, as may be deemed necessary or advisable by the Company in order to comply with such securities law or other restrictions.

Appears in 2 contracts

Samples: Deferred Stock Unit Agreement (Arbitron Inc), Deferred Stock Unit Agreement (Arbitron Inc)

Securities Law and Other Restrictions. Notwithstanding any other provision of the Plan or this Agreement, the Company will not be required to issue any Award Shares to the Granteeissue, and the Grantee Executive may not sell, assign, transfer or otherwise dispose of, any shares of Award SharesCommon Stock received as payment of the Deferred Stock Units, unless (a) there is in effect with respect to such the shares of Common Stock received as payment of the Deferred Stock Units a registration statement under the Securities Act of 1933, as amended (the "Securities Act") amended, and any applicable state or foreign securities laws or an exemption from such registration under the Securities Act and applicable state or foreign securities lawsregistration, and (b) there has been obtained any other consent, approval or permit from any other regulatory body which the CompanyCommittee, in its sole discretion, deems necessary or advisable. The Company may condition such issuance, sale or transfer upon the receipt of any representations or agreements from the parties involved, and the placement of any legends on certificates representing shares Common Stock received as payment of Common Stockthe Deferred Stock Units, as may be deemed necessary or advisable by the Company in order to comply with such securities law or other restrictions.

Appears in 1 contract

Samples: Ceo Deferred Stock Unit Agreement (Arbitron Inc)

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Securities Law and Other Restrictions. Notwithstanding any other provision of the Deferral Plan, the LTI Plan or this Agreement, the Company will not be required to issue any Award Shares to the Granteeissue, and the Grantee Director may not sell, assign, transfer or otherwise dispose of, any shares of Award Sharescommon stock received as payment of the Stock Units, unless (a) there is in effect with respect to such the shares of common stock received as payment for the Stock Units a registration statement under the Securities Act of 1933, as amended (the "Securities Act") amended, and any applicable state or foreign securities laws or an exemption from such registration under the Securities Act and applicable state or foreign securities lawsregistration, and (b) there has been obtained any other consent, approval or permit from any other regulatory body which the CompanyCommittee, in its sole discretion, deems necessary or advisable. The Company may condition such issuance, sale or transfer upon the receipt of any representations or agreements from the parties involved, and the placement of any legends on certificates representing shares common stock received as payment of Common StockStock Units, as may be deemed necessary or advisable by the Company in order to comply with such securities law or other restrictions.

Appears in 1 contract

Samples: Restricted Stock Award Agreement (Janus Capital Group Inc)

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