Purchaser Common Stock definition
Examples of Purchaser Common Stock in a sentence
The Purchaser Common Stock issued pursuant to this Agreement shall be subject to any restrictions on Transfer set forth in this Section 7.2 and Purchaser’s Organizational Documents.
Each Stockholder has such knowledge and experience in financial or business matters that it is capable of evaluating the merits and risks of receiving the Purchaser Common Stock in connection with the sale of the Shares.
The Purchaser Common Stock issued pursuant to the terms of this Agreement shall be issued in a transaction exempt from registration under the Securities Act (and/or Rule 506 of Regulation D promulgated under the Securities Act) and therefore may not be re-offered or resold other than in conformity with the registration requirements of the Securities Act and such other applicable rules and regulations or pursuant to an exemption therefrom.
Exhibit B-1 sets forth the following, in each case, calculated in accordance with this Agreement (the “Allocation Schedule”), with respect to each Stockholder: (A) the name and email address of each Stockholder; (B) the number of Allocated Shares held by such Stockholder; (C) the amount of cash payable and the number of shares of Purchaser Common Stock issuable to each Stockholder; and (D) the Pro Rata Percentage of each Stockholder.
Each certificate or book-entry notation representing any shares of Purchaser Common Stock issued hereunder shall bear the following legend (in addition to any other legends required by Law, Purchaser’s Organizational Documents or any other agreement to which any such Stockholder is a party): “THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF.