Compliance with Securities Laws Clause Example with 27 Variations from Business Contracts

This page contains Compliance with Securities Laws clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Compliance with Securities Laws. The grant of Awards and the issuance of shares of Stock thereunder shall be subject to compliance with all applicable requirements of federal, state and foreign law with respect to such securities. Options and stock appreciation rights may not be exercised if the issuance of shares of Stock upon such exercise would constitute a violation of any applicable federal, state or foreign securities laws or other law or regulations or the requirements of any stock exchange or market system upon which th...e Stock may then be listed. In addition, no shares of Stock may be issued under the Plan unless (a) a registration statement under the Securities Act shall be in effect at the time of such issuances with respect to shares issuable under the Plan or (b) in the opinion of legal counsel to the Company, the shares issuable under the Plan may be issued in accordance with the terms of an applicable exemption from the registration requirements of the Securities Act. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance and sale of any shares hereunder shall relieve the Company of any liability in respect of the failure to issue or sell such shares as to which such requisite authority shall not have been obtained. As a condition to the issuance of shares pursuant to any Award, the Company may require the holder to satisfy any qualifications that may be necessary or appropriate, to evidence compliance with any applicable law or regulation and to make any representation or warranty with respect thereto as may be requested by the Company. View More

Variations of a "Compliance with Securities Laws" Clause from Business Contracts

Compliance with Securities Laws. The Notwithstanding any provision of this Agreement to the contrary, the grant of Awards the Option and the issuance of shares of Stock thereunder shall will be subject to compliance with all applicable requirements of federal, state state, and foreign law securities laws and with respect to such securities. Options and the requirements of any stock appreciation rights exchange or market system upon which the Stock may then be listed. The Option may not be exercised if the issuance of shares of ...Stock upon such exercise would constitute a violation of any applicable federal, state state, or foreign securities laws or other 3 law or regulations or the requirements of any stock exchange or market system upon which the Stock may then be listed. In addition, no shares of Stock the Option may not be issued under the Plan exercised unless (a) a registration statement under the Securities Act shall be in effect of 1933, as amended (the "Act"), is at the time of such issuances exercise of the Option in effect with respect to the shares issuable under upon exercise of the Plan Option or (b) in the opinion of legal counsel to the Company, the shares issuable under upon exercise of the Plan Option may be issued in accordance with the terms of an applicable exemption from the registration requirements of the Securities Act. YOU ARE CAUTIONED THAT THE OPTION MAY NOT BE EXERCISED UNLESS THE FOREGOING CONDITIONS ARE SATISFIED. ACCORDINGLY, YOU MAY NOT BE ABLE TO EXERCISE THE OPTION WHEN DESIRED EVEN THOUGH THE OPTION IS VESTED. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance and sale of any shares hereunder shall subject to the Option will relieve the Company of any liability in respect of the failure to issue or sell such shares as to which such requisite authority shall has not have been obtained. As a condition to the issuance exercise of shares pursuant to any Award, the Option, the Company may require the holder you to satisfy any qualifications that may be necessary or appropriate, appropriate to evidence compliance with any applicable law or regulation and to make any representation or warranty with respect thereto to such compliance as may be requested by the Company. View More
Compliance with Securities Laws. The grant Notwithstanding any provision of Awards and this Agreement to the contrary except for Section 16, the issuance of shares of Common Stock thereunder shall (including Restricted Stock) will be subject to compliance with all applicable requirements of federal, state and state, or foreign law with respect to such securities. Options securities and with the requirements of any stock appreciation rights exchange or market system upon which the Common Stock may not then be exercised listed. N...o Common Stock will be issued hereunder if the such issuance of shares of Stock upon such exercise would constitute a violation of any applicable federal, state state, or foreign securities laws or other law or regulations or the requirements of any stock exchange or market system upon which the Common Stock may then be listed. In addition, no shares of Common Stock may will not be issued under the Plan hereunder unless (a) (i) a registration statement under the Securities Act shall be in effect Act, is at the time of such issuances issuance in effect with respect to the shares issuable under the Plan issued or (b) (ii) in the opinion of legal counsel to the Company, the shares issuable under the Plan issued may be issued in accordance with the terms of an applicable exemption from the registration requirements of the Securities Act. THE PARTICIPANT IS CAUTIONED THAT ISSUANCE OF UNRESTRICTED STOCK UPON THE VESTING OF RESTRICTED STOCK GRANTED PURSUANT TO THIS AGREEMENT MAY NOT OCCUR UNLESS THE FOREGOING CONDITIONS ARE SATISFIED. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance and sale of any shares hereunder shall the Restricted Stock, or unrestricted Common Stock (upon vesting), will relieve the Company of any liability in respect of the failure to issue or sell such shares as to which such requisite authority shall has not have been obtained. As a condition to the any issuance of shares pursuant to any Award, hereunder, the Company may require the holder Participant to satisfy any qualifications that may be necessary or appropriate, appropriate to evidence compliance with any applicable law or regulation and to make any representation or warranty with respect thereto to such compliance as may be requested by the Company. From time to time, the Committee and appropriate officers of the Company are authorized to take the Securities Actions necessary and appropriate to file required documents with governmental authorities, stock exchanges, and other appropriate Persons to make shares of Common Stock available for issuance. View More
Compliance with Securities Laws. The grant Notwithstanding any provision of Awards and this Agreement to the contrary except for Section 16, the issuance of shares of Common Stock thereunder shall (including Restricted Stock) will be subject to compliance with all applicable requirements of federal, state and state, or foreign law with respect to such securities. Options securities and with the requirements of any stock appreciation rights exchange or market system upon which the Common Stock may not then be exercised listed. N...o Common Stock will be issued hereunder if the such issuance of shares of Stock upon such exercise would constitute a violation of any applicable federal, state state, or foreign securities laws or other law or regulations or the requirements of any stock exchange or market system upon which the Common Stock may then be listed. In addition, no shares of Common Stock may will not be issued under the Plan hereunder unless (a) (i) a registration statement under the Securities Act shall be in effect Act, is at the time of such issuances issuance in effect with respect to the shares issuable under the Plan issued or (b) (ii) in the opinion of legal counsel to the Company, the shares issuable under the Plan issued may be issued in accordance with the terms of an applicable exemption from the registration requirements of the Securities Act. THE PARTICIPANT IS CAUTIONED THAT ISSUANCE OF UNRESTRICTED STOCK UPON THE VESTING OF RESTRICTED STOCK MAY NOT OCCUR UNLESS THE FOREGOING CONDITIONS ARE SATISFIED. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance and sale of any shares hereunder shall the Restricted Stock, or unrestricted Common Stock (upon vesting), will relieve the Company of any liability in respect of the failure to issue or sell such shares as to which such requisite authority shall has not have been obtained. As a condition to the any issuance of shares pursuant to any Award, hereunder, the Company may require the holder Participant to satisfy any qualifications that may be necessary or appropriate, appropriate to evidence compliance with any applicable law or regulation and to make any representation or warranty with respect thereto to such compliance as may be requested by the Company. From time to time, the Committee and appropriate officers of the Company are authorized to take the Securities Actions necessary and appropriate to file required documents with governmental authorities, stock exchanges, and other appropriate Persons to make shares of Common Stock available for issuance. View More
Compliance with Securities Laws. The grant Notwithstanding any provision of Awards and this Agreement to the contrary, the issuance of shares of Common Stock thereunder shall (including Restricted Stock) will be subject to compliance with all applicable requirements of federal, state and state, or foreign law with respect to such securities. Options securities and with the requirements of any stock appreciation rights exchange or market system upon which the Common Stock may not then be exercised listed. No Common Stock will be... issued hereunder if the such issuance of shares of Stock upon such exercise would constitute a violation of any applicable federal, state state, or foreign securities laws or other law or regulations or the requirements of any stock exchange or market system upon which the Common Stock may then be listed. In addition, no shares of Common Stock may will not be issued under the Plan hereunder unless (a) (i) a registration statement under the Securities Act shall be in effect Act, is at the time of such issuances issuance in effect with respect to the shares issuable under the Plan issued or (b) (ii) in the opinion of legal counsel to the Company, the shares issuable under the Plan issued may be issued in accordance with the terms of an applicable exemption from the registration requirements of the Securities Act. THE PARTICIPANT IS CAUTIONED THAT ISSUANCE OF UNRESTRICTED STOCK UPON THE VESTING OF RESTRICTED STOCK GRANTED PURSUANT TO THIS AGREEMENT MAY NOT OCCUR UNLESS THE FOREGOING CONDITIONS ARE SATISFIED. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance and sale of any shares hereunder shall the Restricted Stock, or unrestricted Common Stock (upon vesting), will relieve the Company of any liability in respect of the failure to issue or sell such shares as to which such requisite authority shall has not have been obtained. As a condition to the any issuance of shares pursuant to any Award, hereunder, the Company may require the holder Participant to satisfy any qualifications that may be necessary or appropriate, appropriate to evidence compliance with any applicable law or regulation and to make any representation or warranty with respect thereto to such compliance as may be requested by the Company. From time to time, the Committee and appropriate officers of the Company are authorized to take the Securities Actions necessary and appropriate to file required documents with governmental authorities, stock exchanges, and other appropriate Persons to make shares of Common Stock available for issuance. View More
Compliance with Securities Laws. The grant Notwithstanding any provision of Awards and this Award to the contrary, the issuance of shares of Common Stock thereunder shall will be subject to compliance with all applicable requirements of federal, state and state, or foreign law with respect to such securities. Options securities and with the requirements of any stock appreciation rights exchange or market system upon which the Common Stock may not then be exercised listed. No Common Stock will be issued hereunder if the such iss...uance of shares of Stock upon such exercise would constitute a violation of any applicable federal, state state, or foreign securities laws or other law laws or regulations or the requirements of any stock exchange or market system upon which the Common Stock may then be listed. In addition, no shares of Common Stock may will not be issued under the Plan hereunder unless (a) a registration statement under the Securities Act shall be in effect is at the time of such issuances issuance in effect with respect to the shares issuable under the Plan issued or (b) in the opinion of legal counsel to of the Company, the shares issuable under the Plan issued may be issued in accordance with the terms of an applicable exemption from the registration requirements of the Securities Act. THE HOLDER IS CAUTIONED THAT DELIVERY OF COMMON STOCK UPON THE VESTING OF AWARD DSUs GRANTED PURSUANT TO THIS AWARD MAY NOT OCCUR UNLESS THE FOREGOING CONDITIONS ARE SATISFIED. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance and sale of any shares hereunder shall of Common Stock subject to the Award will relieve the Company of any liability in respect of the failure to issue or sell such shares as to which such requisite authority shall has not have been obtained. As a condition to the any issuance of shares pursuant to any Award, hereunder, the Company may require the holder you to satisfy any qualifications that may be necessary or appropriate, appropriate to evidence compliance with any applicable law or regulation and to make any representation or warranty with respect thereto to such compliance as may be requested by the Company. From time to time, the Board and appropriate officers of the Company are authorized to take the actions necessary and appropriate to file required documents with governmental authorities, stock exchanges, and other appropriate persons to make shares of Common Stock available for issuance. View More
Compliance with Securities Laws. The grant Notwithstanding any provision of Awards and this Agreement to the contrary, the issuance of shares of Common Stock thereunder shall will be subject to compliance with all applicable requirements of federal, state and state, or foreign law with respect to such securities. Options securities and with the requirements of any stock appreciation rights exchange or market system upon which the Common Stock may not then be exercised listed. No Common Stock will be issued hereunder if the such... issuance of shares of Stock upon such exercise would constitute a violation of any applicable federal, state state, or foreign securities laws or other law or regulations or the requirements of any stock exchange or market system upon which the Common Stock may then be listed. In addition, no shares of Common Stock may will not be issued under the Plan hereunder unless (a) a registration statement under the Securities Act shall be in effect of 1933, as amended (the "Act"), is at the time of such issuances issuance in effect with respect to the shares issuable under the Plan issued or (b) in the opinion of legal counsel to the Company, the shares issuable under the Plan issued may be issued in accordance with the terms of an applicable exemption from the 3 registration requirements of the Securities Act. YOU ARE CAUTIONED THAT ISSUANCE OF COMMON STOCK UPON THE VESTING OF PERFORMANCE SHARE UNITS GRANTED PURSUANT TO THIS AGREEMENT MAY NOT OCCUR UNLESS THE FOREGOING CONDITIONS ARE SATISFIED. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance and sale of any shares hereunder shall subject to the Award will relieve the Company of any liability in respect of the failure to issue or sell such shares as to which such requisite authority shall has not have been obtained. As a condition to the any issuance of shares pursuant to any Award, hereunder, the Company may require the holder you to satisfy any qualifications that may be necessary or appropriate, appropriate to evidence compliance with any applicable law or regulation and to make any representation or warranty with respect thereto to such compliance as may be requested by the Company. From time to time, the Board and appropriate officers of the Company are authorized to take the actions necessary and appropriate to file required documents with governmental authorities, stock exchanges, and other appropriate Persons to make shares of Common Stock available for issuance. View More
Compliance with Securities Laws. The grant of Awards and the issuance of shares of Stock thereunder under the Plan shall be subject to compliance with all applicable requirements of federal, state and foreign law with respect to such securities. Options and stock appreciation rights A Purchase Right may not be exercised if the issuance of shares of Stock upon such exercise would constitute a violation of any applicable federal, state or foreign securities laws or other law or regulations or the requirements of any stock securit...ies exchange or market system upon which the Stock may then be listed. In addition, no shares of Stock Purchase Right may be issued under the Plan exercised unless (a) a registration statement under the Securities Act of 1933, as amended, shall be in effect at the time of such issuances exercise of the Purchase Right be in effect with respect to the shares issuable under upon exercise of the Plan Purchase Right, or (b) in the opinion of legal counsel to the Company, the shares issuable under upon exercise of the Plan Purchase Right may be issued in accordance with the terms of an applicable exemption from the registration requirements of the Securities said Act. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance and sale of any shares hereunder under the Plan shall relieve the Company of any liability in respect of the failure to issue or sell such shares as to which such requisite authority shall not have been obtained. As a condition to the issuance exercise of shares pursuant to any Award, a Purchase Right, the Company may require the holder Participant to satisfy any qualifications that may be necessary or appropriate, to evidence compliance with any applicable law or regulation regulation, and to make any representation or warranty with respect thereto as may be requested by the Company. View More
Compliance with Securities Laws. The grant of Awards and the issuance of shares of Stock thereunder under the Plan shall be subject to compliance with all applicable requirements of federal, state and foreign law with respect to such securities. Options and stock appreciation rights A Purchase Right may not be exercised if the issuance of shares of Stock upon such exercise would constitute a violation of any applicable federal, state or foreign securities laws or other law or regulations or the requirements of any stock securit...ies exchange or market system upon which the Stock may then be listed. In addition, no shares of Stock Purchase Right may be issued under the Plan exercised unless (a) a registration statement under the Securities Act shall be in effect at the time of such issuances exercise of the Purchase Right be in effect with respect to the shares issuable under upon exercise of the Plan Purchase Right, or (b) in the opinion of legal counsel to the Company, the shares issuable under upon exercise of the Plan Purchase Right may be issued in accordance with the terms of an applicable exemption from the registration requirements of the Securities Act. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance and sale of any shares hereunder under the Plan shall relieve the Company of any liability in respect of the failure to issue or sell such shares as to which such requisite authority shall not have been obtained. As a condition to the issuance exercise of shares pursuant to any Award, a Purchase Right, the Company may require the holder Participant to satisfy any qualifications that may be necessary or 15 appropriate, to evidence compliance with any applicable law or regulation regulation, and to make any representation or warranty with respect thereto as may be requested by the Company. View More
Compliance with Securities Laws. The grant Notwithstanding any provision of Awards and this Agreement to the contrary, the issuance of shares of Stock thereunder shall (including Restricted Shares) will be subject to compliance with all applicable requirements of federal, state and state, or foreign law with respect to such securities. Options securities and with the requirements of any stock appreciation rights exchange or market system upon which the Stock may not then be exercised listed. No Stock will be issued hereunder if... the such issuance of shares of Stock upon such exercise would constitute a violation of any applicable federal, state state, or foreign securities laws or other law or regulations or the requirements of any stock exchange or market system upon which the Stock may then be listed. In addition, no shares of Stock may will not be issued under the Plan hereunder unless (a) a registration statement under the Securities Act shall be in effect Act, is at the time of such issuances issuance in effect with respect to the shares issuable under the Plan issued or (b) in the opinion of legal counsel to the Company, the shares issuable under the Plan issued may be issued in accordance with the terms of an applicable exemption from the registration requirements of the Securities Act. YOU ARE CAUTIONED THAT ISSUANCE OF UNRESTRICTED STOCK UPON THE VESTING OF RESTRICTED STOCK GRANTED PURSUANT TO THIS AGREEMENT 3 MAY NOT OCCUR UNLESS THE FOREGOING CONDITIONS ARE SATISFIED. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance and sale of any shares hereunder shall subject to the Award will relieve the Company of any liability in respect of the failure to issue or sell such shares as to which such requisite authority shall has not have been obtained. As a condition to the any issuance of shares pursuant to any Award, hereunder, the Company may require the holder you to satisfy any qualifications that may be necessary or appropriate, appropriate to evidence compliance with any applicable law or regulation and to make any representation or warranty with respect thereto to such compliance as may be requested by the Company. From time to time, the Board and appropriate officers of the Company are authorized to take the Securities Actions necessary and appropriate to file required documents with governmental authorities, stock exchanges, and other appropriate Persons to make shares of Stock available for issuance. View More
Compliance with Securities Laws. The grant of Awards and the issuance of shares of Stock thereunder pursuant to any Award shall be subject to compliance with all applicable requirements of federal, state and foreign law with respect to such securities. Options securities (including the Securities Act and stock appreciation rights may not be exercised if the issuance of shares of Stock upon such exercise would constitute a violation of any applicable federal, equivalent requirements under state or foreign securities laws or othe...r law or regulations or laws) and the requirements of any stock exchange or market system upon which the Stock may then be listed. In addition, no shares of Stock may be issued under the Plan unless (a) a registration statement under the Securities Act shall be in effect at the time of such issuances with respect to shares issuable under the Plan or (b) in the opinion of legal counsel to the Company, the shares issuable under the Plan may be issued in accordance with the terms of an applicable exemption from the registration requirements of the Securities Act. The inability of the Company to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's legal counsel to be necessary to the lawful issuance and sale of any shares hereunder shall relieve the Company of any liability in respect of the failure to issue or sell such shares as to which such requisite authority shall not have been obtained. As a condition to the issuance of shares pursuant to any Award, Stock, the Company may require the holder Participant to satisfy any qualifications that may be necessary or appropriate, to evidence compliance with any applicable law or regulation and to make any representation or warranty with respect thereto as may be requested by the Company. View More