Restrictions on Issuance of Shares Contract Clauses (118)
Grouped Into 9 Collections of Similar Clauses From Business Contracts
This page contains Restrictions on Issuance of Shares clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Restrictions on Issuance of Shares. The issuance of shares of Common Stock upon settlement of the PSUs shall be subject to and in compliance with all applicable requirements of federal, state, or foreign law with respect to such securities. No shares of Common Stock may be issued hereunder if the issuance of such shares 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 the Common Stock may then ...be listed. 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 of any shares subject to the PSUs shall relieve the Company of any liability in respect of the failure to issue such shares as to which such requisite authority shall not have been obtained. As a condition to the settlement of the PSUs, the Company may require you 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
Restrictions on Issuance of Shares. The grant of PSUs and the issuance of shares of Common Stock upon settlement of pursuant to the PSUs shall be subject to and in compliance with all applicable requirements of federal, state, or state and foreign law with respect to such securities. No shares of Common Stock may be issued hereunder if the issuance of such shares would constitute a violation of any applicable federal, state, or foreign securities laws or other law or regulations or and the requirements of any stock exchange or mar...ket system upon which the Common Stock may then be listed. In addition, no shares may be issued pursuant to the PSUs unless (i) a registration statement under the Securities Act shall at the time of such issuance be in effect with respect to the shares issuable pursuant to the PSUs, or (ii) in the opinion of legal counsel to the Company, the shares issuable pursuant to the PSUs 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 subject to under the PSUs 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 settlement issuance of the PSUs, any Stock, the Company may require you the 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
Restrictions on Issuance of Shares. The issuance of shares of Common Stock upon settlement of the PSUs shall be subject to and in compliance with all applicable requirements of federal, state, or foreign law with respect to such securities. No shares of Common Stock may be issued hereunder if the issuance of such shares 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 the Common Stock may then ...be listed. The inability of the Company Laureate to obtain from any regulatory body having jurisdiction the authority, if any, deemed by the Company's Laureate's legal counsel to be necessary to the lawful issuance of any shares subject to the PSUs shall relieve the Company Laureate of any liability in respect of the failure to issue such shares as to which such requisite authority shall not have been obtained. As a condition to the settlement of the PSUs, the Company Laureate may require you 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
Restrictions on Issuance of Shares. The issuance of shares of Common Stock upon settlement grant of the PSUs Shares and any settlement thereof shall be subject to and in compliance with all applicable requirements of federal, state, state or foreign law. If settled in shares, the issuance of shares of Stock upon vesting of the Shares shall be subject to compliance with all applicable requirements of federal, state or foreign law with respect to such securities. No shares of Common Stock may be issued hereunder if the issuance of s...uch shares 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. 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 subject to the PSUs Shares 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 settlement of the PSUs, Shares, the Company may require you the 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
Restrictions on Issuance of Shares. If at any time the Company determines that listing, registration or qualification of the Shares covered by the Award upon any securities exchange or under any state or federal law, or the approval of any governmental agency, is necessary or advisable as a condition to the Award or the issuance of certificate(s) for Shares hereunder, such Award or issuance may not be made in whole or in part unless and until such listing, registration, qualification or approval shall have been effected or obtaine...d free of any conditions not acceptable to the Company.View More
Restrictions on Issuance of Shares. If at any time the Company determines shall determine, in its sole discretion, that listing, registration registration, or qualification of the Shares covered by the Award shares of Restricted Stock upon any securities exchange or under any state or federal law, or the consent or approval of any governmental agency, regulatory body, is necessary or advisable as a condition to the Award award or the issuance of certificate(s) for Shares such Restricted Stock hereunder, such Award award or issuanc...e may not be made in whole or in part unless and until such listing, registration, qualification qualification, consent, or approval shall have been effected or obtained free of any conditions not acceptable to the Company. View More
Restrictions on Issuance of Shares. Notwithstanding any other provisions of this Agreement, the issuance or delivery of any shares of Common Stock may be postponed for such period as may be required to comply with applicable requirements of any national securities exchange or any requirements under any law. The Company shall not be obligated to issue or deliver any shares of Common Stock if the issuance or delivery thereof shall constitute a violation of any provision of any law or of any regulation of any governmental authority o...r any national securities exchange.View More
Restrictions on Issuance of Shares. Notwithstanding any other provisions of this Agreement, the issuance or delivery of any shares of Common Stock may be postponed for such 2Richard Bundy – Non-Qualified Stock Option Agreement (July 9, 2018) period as may be required to comply with applicable requirements of any national securities exchange or any requirements under any law. The Company shall not be obligated to issue or deliver any shares of Common Stock if the issuance or delivery thereof shall constitute a violation of any prov...ision of any law or of any regulation of any governmental authority or any national securities exchange. View More
Restrictions on Issuance of Shares. 10.1 Legality of Issuance. The Company shall not be obligated to sell or issue any ISO Shares pursuant to this Agreement if such sale or issuance, in the opinion of the Company and the Company's counsel, might constitute a violation by the Company of any provision of law, including without limitation the provisions of the Securities Act. 10.2 Registration or Qualification of Securities. The Company may, but shall not be required to, register or qualify the sale of this ISO or any ISO Shares unde...r the Securities Act or any other applicable law. The Company shall not be obligated to take any affirmative action in order to cause the grant or exercise of this option or the issuance or sale of any ISO Shares pursuant thereto to comply with any law.View More
Restrictions on Issuance of Shares. 10.1 6.1 Legality of Issuance. The Company shall not be obligated to sell or issue any ISO Option Shares pursuant to this Agreement Statement if such sale or issuance, in the opinion judgment of the Company and the Company's counsel, might constitute a violation by the Company of any provision of law, including without limitation the provisions of the Securities Act. 10.2 Act of 1933, as amended (the "Securities Act"). 6.2 Registration or Qualification of Securities. The Company may, but shall n...ot be required to, register or qualify the sale of this ISO or any ISO Option Shares under the Securities Act or any other applicable law. The Company shall not be obligated to take any affirmative action in order to cause the grant or exercise of this option Option or the issuance or sale of any ISO Option Shares pursuant thereto to comply with any law. View More
Restrictions on Issuance of Shares. 10.1 Legality of Issuance. The Company shall not be obligated to sell or issue any ISO NQO Shares pursuant to this Agreement if such sale or issuance, in the opinion of the Company and the Company's counsel, might constitute a violation by the Company of any provision of law, including without limitation the provisions of the Securities Act. 10.2 Registration or Qualification of Securities. The Company may, but shall not be required to, register or qualify the sale of this ISO NQO or any ISO NQO... Shares under the Securities Act or any other applicable law. The Company shall not be obligated to take any affirmative action in order to cause the grant or exercise of this option or the issuance or sale of any ISO NQO Shares pursuant thereto to comply with any law. View More
Restrictions on Issuance of Shares. The issuance of shares under the Plan shall be subject to compliance with all applicable requirements of foreign, federal or state law with respect to such securities. A Purchase Right may not be exercised if the issuance of shares upon such exercise would constitute a violation of any applicable foreign, federal or state securities laws or other law or regulations or the requirements of any securities exchange or market system upon which the Stock may then be listed. In addition, no Purchase Ri...ght may be exercised unless (a) a registration statement under the U.S. Securities Act of 1933, as amended, shall at the time of exercise of the Purchase Right be in effect with respect to the shares issuable upon exercise of the Purchase Right, or (b) in the opinion of legal counsel to the Company, the shares issuable upon exercise of the Purchase Right may be issued in accordance with the terms of an applicable exemption from the registration requirements of 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 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 exercise of a Purchase Right, the Company may require the 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
Restrictions on Issuance of Shares. The issuance of shares Shares under the Plan shall be subject to compliance with all applicable requirements of foreign, federal or state law with respect to such securities. the Shares. A Purchase Right may not be exercised if the issuance of shares Shares upon such exercise would constitute a violation of any applicable foreign, federal or state securities laws or other law or regulations or the requirements of any securities exchange or market system upon which the Stock may then be listed. r...egulations. In addition, no Purchase Right may be exercised unless (a) (i) a registration statement under the U.S. Securities Act of 1933, as amended, shall at the time of exercise of the Purchase Right be in effect with respect to the shares Shares issuable upon exercise of the Purchase Right, or (b) (ii) in the opinion of legal counsel to Mustang, the Company, the shares Shares issuable upon exercise of the Purchase Right may be issued in accordance with the terms of an applicable exemption from the registration requirements of 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 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 exercise of a Purchase Right, the Company Mustang may require the a 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
Restrictions on Issuance of Shares. The issuance of shares Shares under the Plan shall be subject to compliance with all applicable requirements of foreign, federal or state law with respect to such securities. A Purchase Right may not be exercised if the issuance of shares Shares upon such exercise would constitute a violation of any applicable foreign, federal or state securities laws or other law or regulations or the requirements of any securities exchange or market system upon which the Stock may then be listed. regulations. ...In addition, no Purchase Right may be exercised unless (a) (i) a registration statement under the U.S. Securities Act of 1933, as amended, shall at the time of exercise of the Purchase Right be in effect with respect to the shares Shares issuable upon exercise of the Purchase Right, or (b) (ii) in the opinion of legal counsel to the Company, the shares Shares issuable upon exercise of the Purchase Right may be issued in accordance with the terms of an applicable exemption from the registration requirements of 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 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 exercise of a Purchase Right, the Company may require the 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 as may be requested by the Company. View More
Restrictions on Issuance of Shares. If at any time the Company determines that listing, registration or qualification of the shares of Common Stock covered by an Award upon any securities exchange or under any state or federal law, or the approval of any governmental agency, is necessary or advisable prior to the delivery of any certificate for shares of Common Stock subject to the Performance Shares, no such certificate may be delivered unless and until such listing, registration, qualification or approval shall have been effecte...d or obtained free of any conditions not acceptable to the Company.View More
Restrictions on Issuance of Shares. If at any time the Company determines that listing, registration or qualification of the shares of Common Stock covered by an Award upon any securities exchange or under any state or federal law, or the approval of any governmental agency, is necessary or advisable prior to the delivery of any certificate for shares of Common Stock subject to the Performance Shares, Award, no such certificate may be delivered unless and until such listing, registration, qualification or approval shall have been ...effected or obtained free of any conditions not acceptable to the Company. View More
Restrictions on Issuance of Shares. Each Option granted under the Plan will be subject to the requirement that if the Board of Directors determines, in its sole discretion, that the listing, registration or qualification on any securities exchange or pursuant to any state or federal law, or the consent or approval of any governmental regulatory body is necessary or desirable in connection with the granting of the shares covered by the Option or the purchase of such shares, then no Option may be exercised in whole or in part unless... such listing, registration, qualification, consent or approval has been effected or obtained free of any conditions not acceptable to the Board of Directors. 10 21. Registration Under Securities Laws. The Common Stock, which is the subject of these Options, has not been registered under the Securities Act of 1933. Therefore, all shares of stock issued upon exercise of an Option must be held for investment purposes.View More
Restrictions on Issuance of Shares. Each Option granted under the Plan will be subject to the requirement that if the Board of Directors determines, determines in its sole discretion, discretion that the listing, registration or qualification on any securities exchange or pursuant to any state or federal law, or the consent or approval of any governmental regulatory body is necessary or desirable in connection with the granting of the shares covered by the Option or the purchase of such shares, then no Option may be exercised in w...hole or in part unless such listing, registration, qualification, consent or approval has been effected or obtained free of any conditions not acceptable to the Board of Directors. 10 21. Registration Under Securities Laws. The Common Stock, which is the subject of these Options, has not been registered under the Securities Act of 1933. Therefore, all shares of stock issued upon exercise of an Option must be held for investment purposes.View More
Restrictions on Issuance of Shares. If at any time the Committee shall determine in its discretion, that registration, listing or qualification of the Shares covered by the Options upon any Exchange or under any foreign, federal, or local law or practice, or the consent or approval of any governmental regulatory body, is necessary or desirable as a condition to the exercise of the Options, the Options may not be exercised in whole or in part unless and until such registration, listing, qualification, consent or approval shall have... been effected or obtained free of any conditions not acceptable to the Committee.View More
Restrictions on Issuance of Shares. If at any time the Committee Board shall determine in its discretion, that registration, listing or qualification of the Shares covered by the Options Option upon any Exchange securities exchange or under any foreign, federal, or local law or practice, or the consent or approval of any governmental regulatory body, is necessary or desirable as a condition to the exercise of the Options, Option, the Options Option may not be exercised in whole or in part unless and until such registration, listin...g, qualification, consent or approval shall have been effected or obtained free of any conditions not acceptable to the Committee. Board. View More
Restrictions on Issuance of Shares. If at any time the Company determines that the listing, registration, or qualification of the Restricted Shares upon any securities exchange or quotation system, or under any state or federal law, or the approval of any governmental agency, is necessary or advisable as a condition to the issuance of a certificate representing any vested Restricted Shares, such issuance may not be made in whole or in part unless and until such listing, registration, qualification, or approval will have been effec...ted or obtained free of any conditions not acceptable to the Company.View More
Restrictions on Issuance of Shares. If at any time the Company determines that the listing, registration, or qualification of the Restricted Shares upon any securities exchange or quotation system, or under any state or federal law, or the approval of any governmental agency, is necessary or advisable as a condition to the issuance of a certificate or book-entry representing any vested Restricted Shares, such issuance may not be made in whole or in part unless and until such listing, registration, qualification, or approval will s...hall have been effected or obtained free of any conditions not acceptable to the Company. View More