Common use of Securities Law and Other Restrictions Clause in Contracts

Securities Law and Other Restrictions. Notwithstanding any other provision of the Option Plan, the Participation Agreement or any attachments thereto and all attachments thereto, Xxxxxxx will not be required to issue, and the Employee may not sell, assign, transfer or otherwise dispose of, any Option Shares, unless (i) there is in effect with respect to the Option Shares a registration statement under the Securities Act of 1933, as amended, and any applicable state or foreign securities laws or an exemption from such registration, and (ii) there has been obtained any other consent, approval or permit from any other regulatory body which the Committee, in its sole discretion, deems necessary or advisable. Xxxxxxx 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 Option Shares, as may be deemed necessary or advisable by Xxxxxxx in order to comply with such securities law or other restrictions.

Appears in 4 contracts

Samples: Participation Agreement (Merrill Corp), Participation Agreement (Merrill Corp), Participation Agreement (Merrill Corp)

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