Restricted Securities. Such Sangre Member acknowledges being informed that the Shares of Common Stock to be issued pursuant to this Agreement shall be unregistered, shall be “restricted securities” as defined in paragraph # of Rule 144 under the Securities Act, and must be held indefinitely unless # they are subsequently registered under the Securities Act, or # an exemption from such registration is available. Such Sangre Member further acknowledges that does not have an obligation to currently register such securities for the account of the Sangre Members.
All Shares of Common Stock to be issued hereunder shall be deemed “restricted securities” as defined in Rule 144 under the Securities Act of 1933, as amended (the “Securities Act”), and the Sangre Members hereby represent that they are acquiring the Shares for investment purposes only and without the intent to make a further distribution of such Shares. All Shares of Common Stock to be issued under the terms of this Agreement shall be issued pursuant to an exemption from the registration requirements of the Securities Act, under Section 4(2) of the Securities Act and the rules and regulations promulgated thereunder. Certificates representing the Shares of Common Stock to be issued hereunder shall bear a restrictive legend in substantially the following form:
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