Notwithstanding anything herein to the contrary, neither the Company nor its Affiliates shall be required to issue or deliver any certificates or make any book entries evidencing Shares pursuant to the exercise of any Award, unless and until the Administrator has determined, with advice of counsel, that the issuance of such Shares is in compliance with Applicable Law, and the Shares are covered by an effective registration statement or applicable exemption from registration. In addition to the terms and conditions provided herein, the Administrator may require that a Participant make such reasonable covenants, agreements, and representations as the Administrator, in its discretion, deems advisable in order to comply with any such laws, regulations, or requirements.
Notwithstanding anything herein toany other provision of the contrary, neitherPlan, unless otherwise determined by the Administrator or required by Applicable Law, the Company norand/or its Affiliates shall be requiredmay, in lieu of delivering to issue or deliver any Participant certificates or make any book entries evidencing Shares pursuant to the exercise ofissued in connection with any Award, unless and until the Administrator has determined, with advice of counsel, thatrecord the issuance of such Shares is in compliance with Applicable Law, and the Shares are covered by an effective registration statementbooks of the Company (or, as applicable, its transfer agent or applicable exemption from registration. In addition to the terms and conditions provided herein, the Administrator may require that a Participant make such reasonable covenants, agreements, and representations as the Administrator, in its discretion, deems advisable in order to comply with any such laws, regulations, or requirements.stock plan administrator).
Notwithstanding anything herein to the contrary, neitherthe obligation of the Company nor its Affiliatesto sell or deliver Shares with respect to any Award granted under the Plan shall be requiredsubject to issueall Applicable Laws, rules and regulations, including all applicable federal and state securities laws, and the obtaining of all such approvals by governmental agencies as may be deemed necessary or deliver anyappropriate by the Administrator. The Administrator may require, as a condition of the issuance and delivery of certificates or make any book entries evidencing Sharesshares of Common Stock pursuant to the exercise of any Award, unless and until the Administrator has determined, with advice of counsel,terms hereof, that the issuancerecipient of such Shares is in compliance with Applicable Law, and the Shares are covered by an effective registration statement or applicable exemption from registration. In addition to the terms and conditions provided herein, the Administrator may require that a Participantshares make such reasonable covenants, agreements,agreements and representationsrepresentations, and that such certificates bear such legends, as the Administrator, in its sole discretion, deems advisable in order to comply with any such laws, regulations,necessary or requirements.advisable.
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