Lack of Registration. Optionee understands and agrees that neither the Option nor the Shares that will be issued to him upon exercise of the Option are registered under any federal or state securities laws, and further understands that neither the Option nor the Shares have been approved or disapproved by the Securities and Exchange Commission ("SEC") or any other federal or state agency. Accordingly, Optionee understands that such Shares may not at any time be sold or otherwise disposed of by the Optionee unless they are registered under the Securities Act of 1933, as amended (the "Act") and other applicable state laws or there is applicable to such sale or other disposition one of the limited exemptions from registration set forth in the Act or the rules and regulations promulgated thereunder. Optionee further understands that: (a) Casty has no obligation or present intention to register any of these Shares and that the Company will not permit their sale other than in strict compliance with the Act and the rules and regulations promulgated thereunder; and (b) that Rule 144 promulgated by the SEC, which permits limited resales of restricted securities under certain circumstances, will not be available for the sale of any securities of the Company for the period set forth in Rule 144.
Appears in 2 contracts
Sources: Common Stock Option Agreement (Casty Lee S), Common Stock Option Agreement (Meyer Burton J)