/Docs/G/SeriesSeed-Cooley-CmA/notes/Convertible_Promissory_Note/0.md
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The Holder shall have notified the {_Company} of the proposed disposition and furnished the {_Company} with a detailed statement of the circumstances surrounding the proposed disposition, and if reasonably requested by the {_Company}, the Holder shall have furnished the {_Company} with an opinion of counsel, reasonably satisfactory to the {_Company}, that such disposition will not require registration under the Act or any applicable state securities laws; provided that no such opinion shall be required for dispositions in compliance with Rule 144 under the Act, except in unusual circumstances.