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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:
RELATED TOPICS for SNSS: |
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