Participant’s Representations Contract Clauses (231)

Grouped Into 7 Collections of Similar Clauses From Business Contracts

This page contains Participant’s Representations clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Participant’s Representations. Notwithstanding any of the provisions hereof, the Participant hereby agrees that he or she will not acquire any Awarded Shares, and that the Company will not be obligated to issue any Awarded Shares to the Participant hereunder, if the issuance of such shares shall constitute a violation by the Participant or the Company of any provision of any law or regulation of any governmental authority. Any determination in this connection by the Company shall be final, binding, and conclusive. The rights ...and obligations of the Company and the rights and obligations of the Participant are subject to all Applicable Laws, rules, and regulations. View More Arrow
Found in InspireMD, Inc. contract
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Participant’s Representations. Notwithstanding any of the provisions hereof, the Participant hereby agrees that he or she will not acquire any Awarded Shares, exercise the Stock Option granted hereby, and that the Company will not be obligated to issue any Awarded Shares shares to the Participant hereunder, if the exercise thereof or the registration or issuance of such shares shall constitute a violation by the Participant or the Company of any provision of any law or regulation of any governmental authority. Any determinati...on in this connection by the Company shall be final, binding, and conclusive. The rights and obligations of the Company and the rights and obligations of the Participant are subject to all Applicable Laws, rules, and regulations. View More Arrow
Found in AquaMed Technologies, Inc. contract
Participant’s Representations. Notwithstanding any of the provisions hereof, the Participant hereby agrees that he or she will not acquire any Awarded Shares, and that the Company will not be obligated to issue settle any Awarded Shares to the Participant hereunder, Units hereunder if the issuance settlement of such shares shall Awarded Units would constitute a violation by the Participant or the Company of any provision of 2 any law or regulation of any governmental authority. Any determination in this connection by the Comp...any shall be final, binding, and conclusive. The rights and obligations of the Company and the rights and obligations of the Participant are subject to all Applicable Laws, rules, and regulations. View More Arrow
Found in Matador Resources contract
Participant’s Representations. Notwithstanding any of the provisions hereof, the Participant hereby agrees that he or she will not acquire any Awarded Shares, and that the Company will not be obligated to issue any Awarded Shares to the Participant hereunder, if the issuance of such shares Shares shall constitute a violation by the Participant or the Company of any provision of any law or regulation of any governmental authority. Any determination in this connection by the Company shall be final, binding, and conclusive. The ...rights and obligations of the Company and the rights and obligations of the Participant are subject to all Applicable Laws, rules, and regulations. applicable laws. View More Arrow
Found in U.S. GOLD CORP. contract
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Participant’s Representations. The Participant represents to the Company that: (a) The terms and arrangements relating to the grant of Restricted Stock and the offer thereof have been arrived at or made through direct communication with the Company or person acting in its behalf and the Participant; (b) The Participant has received a balance sheet and income statement of the Company and as an officer or key employee of the Company: (i) is thoroughly familiar with the Company's business affairs and financial condition and (ii)... has been provided with or has access to such information (and has such knowledge and experience in financial and business matters that the Participant is capable of utilizing such information) as is necessary to evaluate the risks, and make an informed investment decision with respect to, the grant of Restricted Stock; and (c) The Restricted Stock is being acquired in good faith for investment purposes and not with a view to, or for sale in connection with, any distribution thereof. View More Arrow
Found in Old National Bancorp contract
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Participant’s Representations. The Participant represents to the Company that: (a) The terms and arrangements relating to the grant of Restricted Stock and the offer thereof have been arrived at or made through direct communication with the Company or a person acting in on its behalf and the Participant; (b) The Participant has received access to the financial statements and other SEC filings, including a recent balance sheet and income statement statement, of the Company, and as an Employee, Consultant or Director of the Com...pany and as an officer or key employee one of the Company: its Affiliates: (i) is thoroughly familiar with the Company's business affairs and financial condition condition; and (ii) has been provided with or has access to such information (and has such knowledge and experience in financial and business matters that the Participant is capable of utilizing such information) as is necessary to evaluate the risks, and make an informed investment decision with respect to, the grant of Restricted Stock; and (c) The Restricted Stock is being acquired in good faith for investment purposes and not with a view to, or for sale in connection with, any distribution thereof. View More Arrow
Found in HORIZON BANCORP INC contract
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Participant’s Representations. In the event the Shares have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), at the time this Option is exercised, Participant shall, if required by the Company, concurrently with the exercise of all or any portion of this Option, deliver to the Company his or her Investment Representation Statement in the form attached hereto as Exhibit B.
Found in Peloton Therapeutics, Inc. contract
Participant’s Representations. In the event the Shares have not been registered under the Securities Act of 1933, as amended amended, (the "Securities Act"), Act") at the time this Option is exercised, exercised and as a condition of such exercise, the Participant shall, if required by the Company, concurrently with the exercise of all or any portion of this Option, deliver to the Company his or her Investment Representation Statement in the form attached hereto as Exhibit B.
Found in HISTOGENICS CORP contract
Participant’s Representations. In the event the Shares have not been registered under the Securities Act of 1933, as amended amended, (the "Securities Act"), Act") at the time this Option is exercised, exercised and as a condition of such exercise, the Participant shall, if required by the Company, concurrently with the exercise of all or any portion of this Option, deliver to the Company his or her Investment Representation Statement in the form attached hereto as Exhibit B.
Found in HUBSPOT INC contract
Participant’s Representations. In the event the Shares have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), amended, at the time this Option is exercised, Participant -3- shall, if required by the Company, concurrently with the exercise of all or any portion of this Option, deliver to the Company his or her Investment Representation Statement in the form attached hereto as Exhibit B.
Found in RITTER PHARMACEUTICALS INC contract
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Participant’s Representations. In the event the Shares have not been registered under the Securities Act of 1933, as amended, at the time this Option is exercised, Participant shall, if required by the Company, concurrently with the exercise of all or any portion of this Option, deliver to the Company his or her Investment Representation Statement in the form attached hereto as Exhibit B. 2 4. Lock-Up Period. Participant hereby agrees that Participant shall not offer, pledge, sell, contract to sell, sell any option or contrac...t to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend, or otherwise transfer or dispose of, directly or indirectly, any Common Stock (or other securities) of the Company or enter into any swap, hedging or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any Common Stock (or other securities) of the Company held by Participant (other than those included in the registration) for a period specified by the representative of the underwriters of Common Stock (or other securities) of the Company not to exceed one hundred and eighty (180) days following the effective date of any registration statement of the Company filed under the Securities Act (or such other period as may be requested by the Company or the underwriters to accommodate regulatory restrictions on (i) the publication or other distribution of research reports and (ii) analyst recommendations and opinions, including, but not limited to, the restrictions contained in NASD Rule 2711(f)(4) or NYSE Rule 472(f)(4), or any successor provisions or amendments thereto). Participant agrees to execute and deliver such other agreements as may be reasonably requested by the Company or the underwriter which are consistent with the foregoing or which are necessary to give further effect thereto. In addition, if requested by the Company or the representative of the underwriters of Common Stock (or other securities) of the Company, Participant shall provide, within ten (10) days of such request, such information as may be required by the Company or such representative in connection with the completion of any public offering of the Company's securities pursuant to a registration statement filed under the Securities Act. The obligations described in this Section 4 shall not apply to a registration relating solely to employee benefit plans on Form S-1 or Form S-8 or similar forms that may be promulgated in the future, or a registration relating solely to a Commission Rule 145 transaction on Form S-4 or similar forms that may be promulgated in the future. The Company may impose stop-transfer instructions with respect to the shares of Common Stock (or other securities) subject to the foregoing restriction until the end of said one hundred and eighty (180) day (or other) period. Participant agrees that any transferee of the Option or shares acquired pursuant to the Option shall be bound by this Section 4. View More Arrow
Found in Udemy, Inc. contract
Participant’s Representations. In the event the Shares have not been registered under the Securities Act of 1933, as amended, amended (the "Securities Act"), at the time this Option is exercised, Participant shall, if required by the Company, Corporation, concurrently with the exercise of all or any portion of this Option, deliver to the Company Corporation his or her Investment Representation Statement in the form attached hereto as Exhibit B. 2 10 4. Lock-Up Period. (a) Participant hereby agrees that Participant shall not o...ffer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend, or otherwise transfer or dispose of, directly or indirectly, any Common Stock (or other securities) of the Company Corporation or enter into any swap, hedging or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any Common Stock (or other securities) of the Company Corporation held by Participant (other than those included in the registration) for a period specified by the representative of the underwriters of Common Stock (or other securities) of the Company Corporation not to exceed one hundred and eighty (180) days following the effective date of any registration statement of the Company Corporation filed under the Securities Act (or such other period as may be requested by the Company Corporation or the underwriters to accommodate regulatory restrictions on (i) the publication or other distribution of research reports and (ii) analyst recommendations and opinions, including, but not limited to, the restrictions contained in NASD Rule 2711(f)(4) or NYSE Rule 472(f)(4), or any successor provisions or amendments thereto). (b) Participant agrees to execute and deliver such other agreements as may be reasonably requested by the Company Corporation or the underwriter which are consistent with the foregoing or which are necessary to give further effect thereto. In addition, if requested by the Company Corporation or the representative of the underwriters of Common Stock (or other securities) of the Company, Corporation, Participant shall provide, within ten (10) days of such request, such information as may be required by the Company Corporation or such representative in connection with the completion of any public offering of the Company's Corporation's securities pursuant to a registration statement filed under the Securities Act. The obligations described in this Section 4 shall not apply to a registration relating solely to employee benefit plans on Form S-1 or Form S-8 or similar forms that may be promulgated in the future, or a registration relating solely to a Commission Rule 145 transaction on Form S-4 or similar forms that may be promulgated in the future. The Company Corporation may impose stop-transfer instructions with respect to the shares of Common Stock (or other securities) subject to the foregoing restriction until the end of said one hundred and eighty (180) day (or other) period. Participant agrees that any transferee of the Option or shares acquired pursuant to the Option shall be bound by this Section 4. View More Arrow
Found in Sensei Biotherapeutics, Inc. contract
Participant’s Representations. In the event the Shares have not been registered under the Securities Act of 1933, as amended, amended (the "Securities Act"), at the time this Option is exercised, Participant shall, if required by the Company, Corporation, concurrently with the exercise of all or any portion of this Option, deliver to the Company Corporation his or her Investment Representation Statement in the form attached hereto as Exhibit B. 2 Cvent _ Stock Option Agreement EE1 Page 4 4. Lock-Up Period. Participant hereby ...agrees that Participant shall not offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend, or otherwise transfer or dispose of, directly or indirectly, any Common Stock (or other securities) of the Company Corporation or enter into any swap, hedging or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any Common Stock (or other securities) of the Company Corporation held by Participant (other than those included in the registration) for a period specified by the representative of the underwriters of Common Stock (or other securities) of the Company Corporation not to exceed one hundred and eighty (180) days following the effective date of any registration statement of the Company Corporation filed under the Securities Act (or such other period as may be requested by the Company Corporation or the underwriters to accommodate regulatory restrictions on (i) the publication or other distribution of research reports and (ii) analyst recommendations and opinions, including, but not limited to, the restrictions contained in NASD Rule 2711(f)(4) or NYSE Rule 472(f)(4), or any successor provisions or amendments thereto). Participant agrees to execute and deliver such other agreements as may be reasonably requested by the Company Corporation or the underwriter which are consistent with the foregoing or which are necessary to give further effect thereto. In addition, if requested by the Company Corporation or the representative of the underwriters of Common Stock (or other securities) of the Company, Corporation, Participant shall provide, within ten (10) days of such request, such information as may be required by the Company Corporation or such representative in connection with the completion of any public offering of the Company's Corporation's securities pursuant to a registration statement filed under the Securities Act. The obligations described in this Section 4 shall not apply to a registration relating solely to employee benefit plans on Form S-1 or Form S-8 or similar forms that may be promulgated in the future, or a registration relating solely to a Commission Rule 145 transaction on Form S-4 or similar forms that may be promulgated in the future. The Company Corporation may impose stop-transfer instructions with respect to the shares of Common Stock (or other securities) subject to the foregoing restriction until the end of said one hundred and eighty (180) day (or other) period. Participant agrees that any transferee of the Option or shares acquired pursuant to the Option shall be bound by this Section 4. View More Arrow
Found in CVENT INC contract
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Participant’s Representations. The Participant agrees, upon request by the Company and before the distribution of Shares with respect to the Performance Units, to provide written investment representations as reasonably requested by the Company. The Participant also agrees that, if he or she is a member of the Company's Executive Leadership Group at the time the Shares are distributed, and if at that time he or she has not satisfied the Company's Stock Ownership guidelines, the Participant will continue to hold the Shares rec...eived in the Distribution, net of any shares withheld for taxes, until such time as the Participant has satisfied the Company's Stock Ownership requirement. View More Arrow
Found in Old National Bancorp contract
Participant’s Representations. The Participant agrees, upon request by the Company and before the distribution of Shares with respect to the Performance Units, to provide written investment representations as reasonably requested by the Company. The Participant also agrees that, if he or she is a member of the Company's Executive Leadership Group at the time the Shares are distributed, and if at that time he or she has not satisfied the Company's Stock Ownership guidelines, the Participant will continue to hold the Shares rec...eived in the Distribution, net of any shares withheld for taxes, until such time as the Participant has satisfied the Company's Stock Ownership requirement. 4 9. Income and Employment Tax Withholding. All required federal, state, city, and local income and employment taxes that arise on account of the Performance Units shall be satisfied through the withholding of Shares otherwise distributable pursuant to this Agreement. View More Arrow
Found in Old National Bancorp contract
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Participant’s Representations. In the event the Shares have not been registered under the Securities Act at the time the Restricted Stock Units are paid to Participant, Participant shall, if required by the Company, concurrently with the receipt of all or any portion of this Restricted Stock Unit Award, deliver to the Company his or her Investment Representation Statement in the form attached hereto as Exhibit A.
Found in GoDaddy Inc. contract
Participant’s Representations. In the event the Shares have not been registered under the Securities Act at the time any vested portion of the Restricted Stock Units are Unit Award is paid to Participant, Participant shall, if required by the Company, concurrently with the receipt of all or any portion of this Restricted Stock Unit Award, deliver to the Company his or her Investment Representation Statement in the form attached hereto as Exhibit A.
Found in Sandbridge Acquisition Corp contract
Participant’s Representations. In the event the Shares have not been registered under the Securities Act at the time the Restricted Stock Units are paid to Participant, Participant shall, if required by the Company, concurrently with the receipt of all or any portion of this Award of Restricted Stock Unit Award, Units, deliver to the Company his or her Investment Representation Statement in the form attached hereto as Exhibit A.
Found in HashiCorp, Inc. contract
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Participant’s Representations. In the event the Shares have not been registered under the Securities Act of 1933, as amended, at the time this Restricted Stock Award is exercised, Participant shall, if required by the Company, concurrently with the exercise of all or any portion of this Restricted Stock Award, deliver to the Company his or her Investment Representation Statement in the form attached hereto as Exhibit A.
Found in Verrica Pharmaceuticals Inc. contract
Participant’s Representations. In the event the Shares have not been registered under the Securities Act of 1933, as amended, at the time this Restricted Stock Award is exercised, granted, Participant shall, if required by the Company, concurrently with the exercise of all or any portion grant of this Restricted Stock Award, deliver to the Company his or her Investment Representation Statement in the form attached hereto as Exhibit A.
Found in LogicBio Therapeutics, Inc. contract
Participant’s Representations. In the event the Shares have not been registered under the Securities Act of 1933, as amended, at the time this Restricted Stock Award is exercised, granted, Participant shall, if required by the Company, concurrently with the exercise of all or any portion grant of this Restricted Stock Award, deliver to the Company his or her Investment Representation Statement in the form attached hereto as Exhibit A.
Found in Penumbra Inc contract
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