Common use of LEGEND RESTRICTION Clause in Contracts

LEGEND RESTRICTION. Each Member hereby agrees that a legend to the effect of the following may be placed upon all documents evidencing the Membership Interests to which such Member has subscribed: The Membership Interests evidenced by this Operating Agreement have not been registered under the Securities Act of 1933, as amended, nor registered nor qualified under any state securities laws. No assignments, sales, pledges, hypothecations, or other transfers of the Membership Interests evidenced by this Operating Agreement shall be made at any time whatsoever, except upon the issuance of a favorable opinion of counsel to the Company to the effect that the sale, pledge, hypothecation or other transfer of such Membership Interests will not be in violation of the Securities Act of 1933, as amended, and/or in violation of any applicable securities laws of the State of Delaware, or under any rules or regulations promulgated pursuant to the foregoing.

Appears in 2 contracts

Sources: Operating Agreement (Excel Legacy Corp), Operating Agreement (Excel Legacy Corp)

LEGEND RESTRICTION. Each Member hereby agrees that a legend to the effect of the following may be placed upon all documents evidencing the Membership Interests Interest to which such Member has subscribed: The Membership Interests evidenced by this Operating Agreement have not been registered under the Securities Act of 1933, as amended, nor registered nor qualified under any state securities laws. No assignments, sales, pledges, hypothecations, or other transfers Transfers of the Membership Interests evidenced by this Operating Agreement shall be made at any time whatsoever, except upon the issuance of a favorable opinion of counsel to the Company to the effect that the sale, pledge, hypothecation or other transfer Transfer of such Membership Interests will not be in violation of the Securities Act of 1933, as amended, and/or in violation of any applicable securities laws of the State of Delaware, or under any rules or regulations promulgated pursuant to the foregoing.

Appears in 1 contract

Sources: Operating Agreement (Excel Legacy Corp)