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This excerpt taken from the SNSS DEF 14A filed May 20, 2009.
Securities”).
 
This letter shall serve as our irrevocable authorization and direction to you (provided that you are the transfer agent of the Company at such time and the conditions set forth in this letter are satisfied), subject to any stop transfer instructions that we may issue to you from time to time, if any:
 
(i)            to issue certificates representing shares of Common Stock upon transfer or resale of the Securities;

(ii)           to issue shares of Common Stock upon conversion of the Preferred Stock by a Holder thereof (or by such Holder’s designee) from time to time upon delivery to you of a properly completed and duly executed Conversion Notice, in the form attached hereto as Annex I, which has been acknowledged by the Company as indicated by the signature of a duly authorized officer of the Company thereon, or, in the alternative, upon confirmation to you by the Company of the conversion of the Preferred Stock; and

(iii)            to issue shares of Common Stock upon the exercise of the Warrants issued to the Holder thereof (or to such Holder’s designee) from time to time upon delivery to you of a properly completed and duly executed Exercise Form, in the form attached hereto as Annex II, which has been acknowledged by the Company as indicated by the signature of a duly authorized officer of the Company thereon together with indication of receipt of the exercise price therefor.

[ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.
 
 

 
 
You acknowledge and agree that so long as you have received (a) written confirmation from the Company’s legal counsel that a registration statement covering resales of the Securities has been declared effective by the Securities and Exchange Commission (the “
This excerpt taken from the SNSS 8-K filed Apr 3, 2009.
Securities”).
 
This letter shall serve as our irrevocable authorization and direction to you (provided that you are the transfer agent of the Company at such time and the conditions set forth in this letter are satisfied), subject to any stop transfer instructions that we may issue to you from time to time, if any:
 
(i)            to issue certificates representing shares of Common Stock upon transfer or resale of the Securities;

(ii)           to issue shares of Common Stock upon conversion of the Preferred Stock by a Holder thereof (or by such Holder’s designee) from time to time upon delivery to you of a properly completed and duly executed Conversion Notice, in the form attached hereto as Annex I, which has been acknowledged by the Company as indicated by the signature of a duly authorized officer of the Company thereon, or, in the alternative, upon confirmation to you by the Company of the conversion of the Preferred Stock; and

(iii)            to issue shares of Common Stock upon the exercise of the Warrants issued to the Holder thereof (or to such Holder’s designee) from time to time upon delivery to you of a properly completed and duly executed Exercise Form, in the form attached hereto as Annex II, which has been acknowledged by the Company as indicated by the signature of a duly authorized officer of the Company thereon together with indication of receipt of the exercise price therefor.

[ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.
 
 

 
 
You acknowledge and agree that so long as you have received (a) written confirmation from the Company’s legal counsel that a registration statement covering resales of the Securities has been declared effective by the Securities and Exchange Commission (the “

EXCERPTS ON THIS PAGE:

DEF 14A
May 20, 2009
8-K
Apr 3, 2009

RELATED TOPICS for SNSS:

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