Restrictions on Issuance of Shares Clause Example with 5 Variations from Business Contracts

This page contains Restrictions on Issuance of Shares 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.
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

Variations of a "Restrictions on Issuance of Shares" Clause from Business Contracts

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 RSUs shall be subject to and in compliance with all applicable requirements of federal, state, 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, state or foreign securities laws or other law or regulations or the requirements of any stock exchange or market system upon which the Commo...n 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 RSUs 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, RSUs, the Company may require you to satisfy any qualifications that may be necessary or appropriate, 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. Even following the issuance of shares of Common Stock upon settlement of the RSUs, any transfer of those shares(or of any interest therein) will be limited to the extent provided by any stock ownership guideline, anti-hedging policy, securities trading policy or other similar policy or procedure maintained by the Company from time to time. View More
Restrictions on Issuance of Shares. The issuance of shares of Common Stock upon settlement grant of the PSUs Units 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 Units 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 suc...h 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 Units 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, shares of Stock upon vesting of the Units, 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