Common use of U.S. Securities Laws Clause in Contracts

U.S. Securities Laws. 3.2.1 Notwithstanding any provision herein to the contrary, the Purchaser and the Company agree that the Plan of Arrangement will be carried out with the intention that all Consideration to be issued in connection with the Arrangement shall be exempt from registration requirements of the U.S. Securities Act pursuant to the Section 3(a)(10) Exemption thereunder, and may be subject to restrictions on resale under the applicable securities laws of the United States, including Rule 144 under the U.S. Securities Act with respect to affiliates of the Company and the Purchaser.

Appears in 4 contracts

Samples: Amending Agreement (TerrAscend Corp.), Amending Agreement, Arrangement Agreement (TerrAscend Corp.)

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U.S. Securities Laws. 3.2.1 Notwithstanding any provision herein to the contrary, the Purchaser and the Company agree that the Plan of Arrangement will be carried out with the intention that all Consideration to be issued in connection with the Arrangement shall be exempt from registration requirements of the U.S. Securities Act pursuant to the Section 3(a)(10) Exemption thereunder, and may the Consideration to be distributed pursuant to the Arrangement shall not be subject to resale restrictions on resale under the applicable securities laws of in the United States, including Rule 144 States under the U.S. Securities Act with respect to affiliates of (other than as may be prescribed by Rule 144 and Rule 145 under the Company and the PurchaserU.S. Securities Act).

Appears in 1 contract

Samples: Arrangement Agreement (B2gold Corp)

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U.S. Securities Laws. 3.2.1 Notwithstanding any provision herein to the contrary, the Purchaser and the Company agree that the Plan of Arrangement will be carried out with the intention that all Consideration to be issued in connection with the Arrangement shall be exempt from registration requirements of the U.S. Securities Act pursuant to the Section 3(a)(10) Exemption thereunder, and may the Consideration to be distributed in the United States pursuant to the Arrangement shall not be subject to resale restrictions on resale under the applicable securities laws of in the United States, including Rule 144 States under the U.S. Securities Act with respect to affiliates of (other than as may be prescribed by Rule 144 and Rule 145 under the Company and the PurchaserU.S. Securities Act).

Appears in 1 contract

Samples: Arrangement Agreement

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