Common use of Termination of Conditions and Obligations Clause in Contracts

Termination of Conditions and Obligations. The restrictions imposed by Section 5 or this Section 7 upon the transferability of the Securities shall cease and terminate as to any particular number of the Securities (including the Warrant Shares) upon the passage of two years from the effective date of the Registration Statement covering such Securities or at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Prospect Venture Partners III L P), Purchase Agreement (Ovation Products Corp), Purchase Agreement (Ovation Products Corp)

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Termination of Conditions and Obligations. The restrictions imposed by Section 5 4 or this Section 7 6 upon the transferability of the Securities shall cease and terminate as to any particular number of the Securities (including the Warrant Shares) upon the passage of two years from the effective date of the Registration Statement covering such Securities Closing Date or at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Rita Medical Systems Inc), Securities Purchase Agreement (Rita Medical Systems Inc), Securities Purchase Agreement (Alpha Innotech Corp)

Termination of Conditions and Obligations. The restrictions conditions imposed by Section 5 or this Section 7 upon the transferability of the Registrable Securities shall cease and terminate as to any particular number of Registrable Securities when such Registrable Securities shall have been effectively registered under the Securities (including Act and sold or otherwise disposed of in accordance with the Warrant Shares) upon the passage intended method of two years from the effective date of disposition set forth in the Registration Statement covering such Securities Statement, or at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 4 contracts

Samples: Purchase Agreement (Cell Pathways Holdings Inc), Purchase Agreement (Cell Pathways Holdings Inc), Purchase Agreement (Cell Pathways Holdings Inc)

Termination of Conditions and Obligations. (a) The restrictions conditions precedent imposed by Section 5 or this Section 7 upon 6.3 above regarding the transferability of the Securities (including the Warrant Shares) shall cease and terminate as to any particular number of the Securities (including the Warrant Shares) upon the passage of two years from the effective date of the Registration Statement covering such Securities hereof or at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 3 contracts

Samples: Securities Purchase Agreement (North American Scientific Inc), Securities Purchase Agreement (North American Scientific Inc), Securities Purchase Agreement (North American Scientific Inc)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 4 or this Section 7 6 upon the transferability of the Securities Warrant Shares shall cease and terminate as to any particular number of the Securities (including the Warrant Shares) Shares upon the passage of two years from the effective date of the Registration Statement covering such Securities the Warrant Shares or at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Lecroy Corp), Share Purchase Agreement (Lecroy Corp)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 or this Section 7 upon the transferability of the Securities shall cease and terminate as to any particular number of the Securities (including when such Securities shall have been effectively registered under the Warrant Shares) upon Securities Act and sold or otherwise disposed of in accordance with the passage intended method of two years from the effective date of disposition set forth in the Registration Statement covering such Securities or at such time as an opinion of counsel reasonably satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with Securities may be sold under Rule 144 or under another exemption from registration under the Securities Act.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Viisage Technology Inc), Securities Purchase Agreement (Viisage Technology Inc)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 3.7 or this Section 7 5.3 upon the transferability of the Registrable Securities shall cease and terminate as to any particular number of the Registrable Securities upon the earlier of (including the Warrant Sharesi) upon the passage of two years one year from the effective date Closing Date or unwinding of the Registration Statement Escrow Account following a Failure Event, as the case may be, covering such Registrable Securities or and (ii) at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Doral Financial Corp), Stock Purchase Agreement (Doral Financial Corp)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 or this Section 7 upon the transferability of the Securities and the Warrant Shares shall cease and terminate as to any particular number of the Securities (including the Shares or Warrant Shares) Shares upon the passage of two years from the effective date of the Registration Statement covering such Securities Shares and Warrant Shares or at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 2 contracts

Samples: Purchase Agreement (Intelli Check Inc), Purchase Agreement (Intelli Check Inc)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 5.10 or this Section 7 7.2 upon the transferability of the Securities Shares shall cease and terminate as to any particular number of the Securities Shares upon the earlier of (including the Warrant Sharesi) upon the passage of two years from the effective date of the Registration Statement covering such Securities or Shares and (ii) at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 2 contracts

Samples: Securities Purchase Agreement (MVB Financial Corp), Purchase Agreement (Nb&t Financial Group Inc)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 5.10 or this Section 7 7.3 upon the transferability of the Registrable Securities shall cease and terminate as to any particular number of the Registrable Securities upon the earlier of (including the Warrant Sharesi) upon the passage of two years one year from the effective date of the Registration Statement covering such Registrable Securities or and (ii) at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 2 contracts

Samples: Purchase Agreement (Flagstar Bancorp Inc), Purchase Agreement (Flagstar Bancorp Inc)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 5.9 or this Section 7 7.2 upon the transferability of the Securities Shares shall cease and terminate as to any particular number of the Securities Shares upon the earlier of (including the Warrant Sharesi) upon the passage of two years one year from the effective date of the Registration Statement covering such Securities or Shares and (ii) at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (Ion Geophysical Corp)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 5.9 or this Section 7 7.2 upon the transferability of the Registrable Securities shall cease and terminate as to any particular number of the Securities Shares or Warrant Shares upon the earlier of (including the Warrant Sharesi) upon the passage of two years from the effective date of the Registration Statement covering such Registrable Securities or and (ii) at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (Metalink LTD)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 or this Section 7 upon the transferability of the Securities Shares shall cease and terminate as to any particular number of the Securities (including the Warrant Shares) Shares upon the passage of two years twenty-four months from the effective date of the Registration Statement covering such Securities Shares or at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 1 contract

Samples: Stock Purchase Agreement (Players Network)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 6 or this Section 7 8 upon the transferability of the Securities Shares shall cease and terminate as to any particular number of the Securities (including the Warrant Shares) Shares upon the passage of two years twenty-four (24) months from the effective date of the Registration Statement covering such Securities Closing Date or at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (Caliper Technologies Corp)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 5.6 or this Section 7 7.2 upon the transferability of the Securities Shares shall cease and terminate as to any particular number of the Securities Shares upon the earlier of (including the Warrant Sharesi) upon the passage of two years one (1) year from the effective date of the Registration Statement covering such Securities or Closing Date and (ii) at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Active Power Inc)

Termination of Conditions and Obligations. The restrictions conditions precedent imposed by Section 5 5.9 or this Section 7 7.2 upon the transferability of the Securities securities purchased pursuant to this Agreement shall cease and terminate as to any particular number of securities upon the Securities earlier of (including the Warrant Sharesi) upon the passage of two years from the effective date of the Registration Statement covering such Securities or and (ii) at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (Oscient Pharmaceuticals Corp)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 or this Section 7 upon the transferability of the Securities shall cease and terminate as to any particular number of the Securities (including the Warrant Shares) upon the passage of two years from the effective date of the Registration Statement covering such the Securities or at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (Sunair Services Corp)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 or this Section 7 upon the transferability of the Registrable Securities shall cease and terminate as to any particular number of the Securities (including the Warrant Shares) Shares upon the passage of two years twenty-four months from the effective date of the Registration Statement covering such Securities Shares or at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 1 contract

Samples: Stock Purchase Agreement (Iberiabank Corp)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 or this Section 7 upon the transferability of the Securities Shares shall cease and terminate as to any particular number of the Securities Shares or Additional Shares (including the Warrant Sharesif any) upon the passage of two years from the effective date of the Registration Statement covering such Securities Closing Date or at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 1 contract

Samples: Share Purchase Agreement (Ciphergen Biosystems Inc)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 or this Section 7 upon the transferability of the Securities shall cease and terminate as to any particular number Securities (i) on the date on which the relevant Shares, Conversion Shares or Dividend Shares may be resold by the Purchaser without registration and without regard to any volume limitations by reason of Rule 144(k) under the Securities Act, or (including the Warrant Sharesii) upon the passage of two years from the effective date of the Registration Statement covering such Securities or at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 1 contract

Samples: Exabyte Share Purchase Agreement (Exabyte Corp /De/)

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Termination of Conditions and Obligations. The restrictions ----------------------------------------- imposed by Section 5 or this Section 7 upon the transferability of the Securities Shares shall cease and terminate as to any particular number of the Securities (including the Warrant Shares) Shares upon the passage of two years from the effective date of the Registration Statement covering such Securities Shares or at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (Transmedia Network Inc /De/)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 or this Section 7 upon the transferability of the Securities Shares shall cease and terminate as to any particular number of the Securities (including the Warrant Shares) Shares upon the passage of two years from the effective date of Closing Date (if the Registration Statement covering such Securities Purchaser is then eligible to sell the Shares under Rule 144(k)) or at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 1 contract

Samples: Share Purchase Agreement (P Com Inc)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 or this Section 7 6 upon the transferability of the Registrable Securities shall cease and terminate as to any particular number of the Registrable Securities (including the Warrant Shares) upon the passage of two years twenty-four months from the effective date of the Registration Statement covering such Registrable Securities or at such time as an opinion of counsel reasonably satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (Kupper Parker Communications Inc)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 or this Section 7 upon the transferability of the Securities Shares and Warrant Shares shall cease and terminate as to any particular number of the Securities (including the Warrant Shares) Shares upon the passage of two years from the effective date of the Registration Statement covering such Securities Shares and Warrant Shares or at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (Comstock Homebuilding Companies, Inc.)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 or this Section 7 8.2 upon the transferability of the Securities Shares shall cease and terminate as to any particular number of the Securities Shares upon the earlier of (including the Warrant Sharesi) upon the passage of two years from the effective date of the Registration Statement covering such Securities or Shares and (ii) at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (Spark Networks Inc)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 5.9 or this Section 7 7.2 upon the transferability of the Securities shall cease and terminate as to any particular number of the Securities upon the earlier of (including the Warrant Sharesi) upon the passage of two years one year from the effective date of the Registration Statement covering such Securities or and (ii) at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (South Financial Group Inc)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 (other than Section 5.2(a), (b) and (d)) or this Section 7 upon the transferability of the Securities Shares shall cease and terminate as to any particular number of the Securities (including the Warrant Shares) upon the passage of two years from the effective date of the Registration Statement covering such Securities original issuance thereof or at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 1 contract

Samples: Series I Preferred Stock Purchase Agreement (Exabyte Corp /De/)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 5.11 or this Section 7 7.2 upon the transferability of the Securities Shares shall cease and terminate as to any particular number of the Securities Shares upon the earlier of (including the Warrant Sharesi) upon the passage of two years from the effective date of the Registration Statement covering such Securities or Shares and (ii) at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 1 contract

Samples: Form of Purchase Agreement (Cytrx Corp)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 or this Section 7 8.2 upon the transferability of the Registrable Securities shall cease and terminate as to any particular number of the Registrable Securities upon the earlier of (including the Warrant Sharesi) upon the passage of two years from the effective date of the Registration Statement covering such Registrable Securities or at and (ii) such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Trans1 Inc)

Termination of Conditions and Obligations. The restrictions ----------------------------------------- imposed by Section 5 or this Section 7 upon the transferability of the Securities Shares shall cease and terminate as to any particular number of the Securities (including the Warrant Shares) Shares upon the passage of two years twenty-four months from the effective date of the Registration Statement covering such Securities Shares or at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (Curis Inc)

Termination of Conditions and Obligations. The restrictions conditions precedent imposed by Section 5 5.10 or this Section 7 7.2 upon the transferability of the Securities securities purchased pursuant to this Agreement shall cease and terminate as to any particular number of securities upon the Securities earlier of (including the Warrant Sharesi) upon the passage of two years from the effective date of the Registration Statement covering such Securities or and (ii) at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (Precision Optics Corporation Inc)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 or this Section 7 upon the transferability of the Securities Shares shall cease and terminate as to any particular number of the Securities (including the Warrant Shares) Shares upon the passage of two years twenty-four months from the effective date of the Registration Statement covering such Securities Shares or at such earlier time as an opinion of counsel reasonably satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 1 contract

Samples: Form of Purchase Agreement (United Therapeutics Corp)

Termination of Conditions and Obligations. The restrictions imposed by Section 5 or this Section 7 upon the transferability of the Securities Shares shall cease and terminate as to any particular number of the Securities (including the Warrant Shares) Shares upon the passage of two years from the effective date of the Registration Statement covering such Securities or at such time as an opinion of counsel satisfactory in form and substance to the Company shall have been rendered to the effect that such conditions are not necessary in order to comply with the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (KFX Inc)

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