Registration Not Required. The Holder shall have (i) notified the Company of the proposed disposition and shall have furnished the Company with a detailed statement of the circumstances surrounding the proposed disposition and (ii) if reasonably requested by the Company, furnished the Company with an opinion of counsel, satisfactory to the Company, that such disposition will not require registration of the Securities under the Act; provided, however, that the Company will not require opinions of counsel for transactions made pursuant to Rule 144, except in unusual circumstances.
Appears in 3 contracts
Samples: Intellectual Property Purchase Agreement (Nuvasive Inc), Intellectual Property Purchase Agreement (Nuvasive Inc), Nuvasive Inc
Registration Not Required. The Holder Investor shall have (i) notified the Company of the proposed disposition and shall have furnished the Company with a detailed statement of the circumstances surrounding the proposed disposition and (ii) if reasonably requested by the Company, furnished the Company with an opinion of counsel, reasonably satisfactory to the Company, that such disposition will not require registration of the Securities such securities under the Act; provided, however, that the Company will not require opinions of counsel for transactions made pursuant to Rule 144, except in unusual circumstances.
Appears in 3 contracts
Samples: Note and Warrant Purchase Agreement (Applied Voice Recognition Inc /De/), Note and Warrant Purchase Agreement (Applied Voice Recognition Inc /De/), Note and Warrant Purchase Agreement (Applied Voice Recognition Inc /De/)
Registration Not Required. The Holder Such Investor shall have (i) notified the Company of the proposed disposition and shall have furnished the Company with a detailed statement of the circumstances surrounding the proposed disposition disposition, and (ii) if reasonably requested by the Company, furnished the Company with an opinion of counsel, reasonably satisfactory to the Company, that such disposition will not require registration of the Securities such securities under the Act; provided, however, that the Company will not require opinions of counsel for transactions made pursuant to Rule 144, except in unusual circumstances.
Appears in 2 contracts
Samples: Note and Warrant Purchase Agreement (Discovery Partners International Inc), Note and Warrant Purchase Agreement (Discovery Partners International Inc)
Registration Not Required. The Holder Investor shall have (i) notified ------------------------- the Company of the proposed disposition and shall have furnished the Company with a detailed statement of the circumstances surrounding the proposed disposition and (ii) if reasonably requested by the Company, furnished the Company with an opinion of counsel, reasonably satisfactory to the Company, that such disposition will not require registration of the Securities such securities under the Act; provided, however, that the Company will not require opinions of counsel for transactions made pursuant to Rule 144, except in unusual circumstances.
Appears in 2 contracts
Samples: Note and Warrant Purchase Agreement (Applied Voice Recognition Inc /De/), Note and Warrant Purchase Agreement (Applied Voice Recognition Inc /De/)
Registration Not Required. The Holder Each Investor shall have (i) notified the Company of the proposed disposition and shall have furnished the Company with a detailed statement of the circumstances surrounding the proposed disposition and (ii) if reasonably requested by the Company, furnished the Company with an opinion of counsel, reasonably satisfactory to the Company, that such disposition will not require registration of the Securities such securities under the Act; provided, however, that the Company will not require opinions of counsel for transactions made pursuant to Rule 144, except in unusual circumstances.
Appears in 1 contract
Samples: Convertible Promissory Note and Warrant Purchase Agreement (Teraglobal Communications Corp)
Registration Not Required. The Holder Such Investor shall have (ia) notified the Company of the proposed disposition and shall have furnished the Company with a detailed statement of the circumstances surrounding the proposed disposition and (iib) if reasonably requested by the Company, furnished the Company with an opinion of counsel, reasonably satisfactory to the Company, that such disposition will not require registration of the such Securities under the Act; provided, however, that the Company will not require opinions of counsel for transactions made pursuant to Rule 144, except in unusual circumstances.
Appears in 1 contract
Samples: Convertible Promissory Note Purchase Agreement (Medical Solutions Management Inc.)
Registration Not Required. The Holder Such Investor shall have (i) notified the Company of the proposed disposition and shall have furnished the Company with a detailed statement of the circumstances surrounding the proposed disposition disposition, and (ii) if reasonably requested by the Company, furnished the Company with an opinion of counsel, reasonably satisfactory to the Company, that such disposition will not require registration of the Securities such securities under the Act; provided, however, that the Company will not require opinions . No opinion of counsel will be required for transactions sales made pursuant to in accordance with Rule 144144 under the Act, except in unusual circumstances.
Appears in 1 contract
Samples: Convertible Promissory Note and Warrant Purchase Agreement (Digirad Corp)
Registration Not Required. The Holder Each Investor shall have (i) notified the Company of the proposed disposition and shall have furnished the Company with a detailed statement of the circumstances surrounding the proposed disposition and (ii) if reasonably requested by the Company, furnished the Company with an opinion of counsel, reasonably satisfactory to the Company, that such disposition will not require registration of such securities under the Securities under the Act; provided, however, that the Company will not require opinions of counsel for transactions made pursuant to Rule 144, except in unusual circumstances.
Appears in 1 contract
Samples: Convertible Promissory Note and Warrant Purchase Agreement (Teraglobal Communications Corp)
Registration Not Required. The Holder Investor shall have (ia) notified ------------------------- the Company of the proposed disposition and shall have furnished the Company with a detailed statement of the circumstances surrounding the proposed disposition and (iib) if reasonably requested by the Companycompany, furnished the Company with an opinion of counsel, reasonably satisfactory to the Company, that such disposition will not require registration of the Securities such securities under the Act; provided, however, that the Company will not require opinions of counsel for transactions made pursuant to Rule 144, except in unusual circumstances.
Appears in 1 contract
Samples: Promissory Note Purchase Agreement (Lernout & Hauspie Speech Products Nv)
Registration Not Required. The Holder Investor shall have (ia) notified the Company of the proposed disposition and shall have furnished the Company with a detailed statement of the circumstances surrounding the proposed disposition and (iib) if reasonably requested by the Companycompany, furnished the Company with an opinion of counsel, reasonably satisfactory to the Company, that such disposition will not require registration of the Securities such securities under the Act; provided, however, that the Company company will not require opinions of counsel for transactions made pursuant to Rule 144, except in unusual circumstances.
Appears in 1 contract
Samples: Note Purchase Agreement (Applied Voice Recognition Inc /De/)
Registration Not Required. The Holder Principals shall have (i) notified the Company of the proposed disposition and shall have furnished the Company with a reasonably detailed statement of the circumstances surrounding the proposed disposition and (ii) if reasonably requested by the Company, furnished the Company with an opinion of counsel, satisfactory to the Company, that such disposition will not require registration of the Securities such securities under the Act; provided, however, that the Company will not require opinions of counsel for transactions made pursuant to Rule 144, except in unusual circumstances.
Appears in 1 contract
