Common use of Restrictions Imposed by the Act Clause in Contracts

Restrictions Imposed by the Act. The securities evidenced by this Purchase Option shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of Kirkpatrick & Lockhart Nicholson Graham LLP shall be deemed satisfacto▇▇ ▇▇▇▇▇▇▇▇ of ▇▇▇ ▇▇▇i▇▇▇▇▇▇▇▇ ▇▇ ▇▇ ▇xemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to such securities has been filed by the Company and declared effective by the Securities and Exchange Commission (the "COMMISSION") and compliance with applicable state securities law has been established.

Restrictions Imposed by the Act. The securities evidenced by this Purchase Option shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Securities Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of Kirkpatrick & Lockhart Nicholson Graham LLP shall be deemed satisfacto▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ of ▇▇▇ ▇▇▇i& ▇▇▇▇▇▇▇▇ ▇▇ ▇▇ ▇xemption, P.C. shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to such securities has been filed by the Company and declared effective by the Securities and Exchange Commission (the "COMMISSION"“Commission”) and compliance with applicable state securities law has been established.

Restrictions Imposed by the Act. The securities evidenced by this Purchase Option shall not be transferred unless and until (i) the Company has received the an opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Securities Act of 1933, as amended (the "ACT") and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of Kirkpatrick & Lockhart Nicholson Graham LLP shall be deemed satisfacto▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ of ▇▇▇ ▇▇▇i▇▇▇▇▇▇▇▇ ▇▇ ▇▇ ▇xemptionLLP shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to such securities has been filed by the Company and declared effective by the Securities and Exchange Commission (the "COMMISSION") and compliance with applicable state securities law has been established.

Restrictions Imposed by the Act. The securities evidenced by this Purchase Option shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of Kirkpatrick & Lockhart Nicholson Graham LLP shall be deemed satisfacto▇▇▇▇▇, ▇▇▇▇ & ▇'▇▇▇▇▇▇▇▇ ▇, P.C. shall be deemed satisfactory evidence of ▇▇▇ ▇▇▇i▇▇▇▇▇▇▇▇ ▇▇ ▇▇ ▇xemptionthe availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to such securities has been filed by the Company and declared effective by the Securities and Exchange Commission (the "COMMISSION") and compliance with applicable state securities law has been established.

Restrictions Imposed by the Act. The securities evidenced by this Purchase Option shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of Kirkpatrick & Lockhart Nicholson Graham Preston Gates Ellis LLP shall be deemed satisfactosatisfa▇▇▇▇▇ ▇▇▇▇▇nce ▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇ of ▇▇▇ ▇▇▇i▇▇▇▇▇l▇▇▇ ▇▇ ▇▇ ▇xemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to such securities has been filed by the Company and declared effective by the Securities and Exchange Commission (the "COMMISSION") and compliance with applicable state securities law has been established.

Restrictions Imposed by the Act. The securities evidenced by this Purchase Option shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of Kirkpatrick & Lockhart Nicholson Graham DLA Piper Rudnick Gray Cary US LLP shall be deemed satisfactosatisfactory evidence o▇ ▇▇▇ ▇▇▇▇▇▇▇▇ of ▇▇▇ ▇▇▇i▇▇▇▇▇▇▇▇ ▇▇ ▇▇ ▇xemptionn exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to such securities has been filed by the Company and declared effective by the Securities and Exchange Commission (the "COMMISSION") and compliance with applicable state securities law has been established.

Restrictions Imposed by the Act. The securities evidenced by this Purchase Option shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of Kirkpatrick & Lockhart Nicholson Graham LLP shall be deemed satisfactosatisfact▇▇▇ ▇▇▇▇▇▇▇e o▇ of ▇▇▇ ▇▇a▇i▇▇▇▇▇▇▇▇ ▇▇ ▇▇ ▇xemptionexemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to such securities has been filed by the Company and declared effective by the Securities and Exchange Commission (the "COMMISSION") and compliance with applicable state securities law has been established.

Restrictions Imposed by the Act. The securities evidenced by this Purchase Option shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of Kirkpatrick Zukerman Gore & Lockhart Nicholson Graham Brandeis, LLP shall be deemed satisfactosatisfactory evidence of ▇▇▇ ▇▇▇▇▇▇▇▇ ▇lity of ▇▇▇ ▇▇▇i▇▇▇▇▇▇▇▇ ▇▇ ▇▇ ▇xemptionan exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to such securities has been filed by the Company and declared effective by the Securities and Exchange Commission (the "COMMISSION") and compliance with applicable state securities law has been established.

Restrictions Imposed by the Act. The securities evidenced by this Purchase Option shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the an opinion of Kirkpatrick & Lockhart Nicholson Graham LLP shall be deemed satisfacto▇▇ ▇▇▇▇, ▇▇▇▇▇, ▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇▇▇ of ▇▇▇ ▇▇▇iand ▇▇▇▇▇▇▇▇ ▇▇ ▇▇ ▇xemption, P.C. shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration or offering statement or a post-effective amendment to the Registration Statement registration or offering statement relating to such securities has been filed by the Company and declared effective or qualified by the Securities and Exchange Commission (the "COMMISSION") and compliance with applicable state securities law has been established.

Restrictions Imposed by the Act. The securities evidenced by this Purchase Option shall not be transferred unless and until (i) the Company has received the an opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Securities Act of 1933, as amended (the "ACT") and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of Kirkpatrick & Lockhart Nicholson Graham LLP shall be deemed satisfactoJ▇▇▇▇▇▇ & G▇▇▇▇▇▇▇▇ shall be deemed satisfactory evidence of ▇▇▇ ▇▇▇i▇▇▇▇▇▇▇▇ ▇▇ ▇▇ ▇xemptionthe availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to such securities has been filed by the Company and declared effective by the Securities and Exchange Commission (the "COMMISSION") and compliance with applicable state securities law has been established.

Restrictions Imposed by the Act. The securities evidenced by this Purchase Option option shall not be transferred unless and until (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of Kirkpatrick & Lockhart Nicholson Graham LLP shall be deemed satisfacto▇▇▇▇▇, ▇▇▇▇ & ▇'▇▇▇▇▇▇▇▇ ▇, P.C. shall be deemed satisfactory evidence of ▇▇▇ ▇▇▇i▇▇▇▇▇▇▇▇ ▇▇ ▇▇ ▇xemptionthe availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to such securities has been filed by the Company and declared effective by the Securities and Exchange Commission (the "COMMISSION") and compliance with applicable state securities law has been established.

Restrictions Imposed by the Act. The securities evidenced by this Purchase Option shall not be transferred unless and until (i) the Company has received the an opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Securities Act of 1933, as amended (the "ACT") and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of Kirkpatrick & Lockhart Nicholson Graham LLP shall be deemed satisfacto▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇▇ shall be deemed satisfactory evidence of ▇▇▇ ▇▇▇i▇▇▇▇▇▇▇▇ ▇▇ ▇▇ ▇xemptionthe availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to such securities has been filed by the Company and declared effective by the Securities and Exchange Commission (the "COMMISSION") and compliance with applicable state securities law has been established.