Common use of Buyer Acknowledgements Clause in Contracts

Buyer Acknowledgements. I n addition t o the representations and warranties made by Buyer in Article III, Buyer acknowledges and agrees to the following: (a) The Shares will be registered under Federal or state securities laws. These shares shall be restricted pursuant to Rule 144 of the Securities Act of 1933 and will subject to a pooling agreement of shareholders. The Shares and the operations of the Company are extremely speculative and risky. Since commencement of the Shares and the operations of the Company are extremely speculative and risky. There is no guarantee the Company will be able to produce a profit, cash flow or continue its operations. (b) Each certificate representing the Shares will have the following legend: THE SECURITIES REPRESENTED HEREBY HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND RESTRICTED PURSUANT TO RULE 144. THEY MAY NOT BE TRANSFERRED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF UNLESS THE TRANSFERROR FIRST COMPLIES WITH SAID ACT AND THE SHAREHOLDER POOLING AGREEMENT RESTRICTING THE TRANSFER AND SALE OF THESE SECURITIES. (c) The shares shall be further restricted pursuant to a shareholder voting agreement which is attached hereto as exhibit "A". All terms of that agreement are hereby incorporated by reference. Buyer agrees to abide by all the terms and conditions of the shareholder voting agreement.

Buyer Acknowledgements. I n In addition t o to the representations and ----------------------- warranties made by Buyer in Article III, Buyer acknowledges and agrees to the following: (a) The Shares will be registered under Federal or state securities laws. These shares shall be restricted pursuant to Rule 144 of the Securities Act of 1933 and will subject to a pooling agreement of shareholders. The Shares and the operations of the Company are extremely speculative and risky. Since commencement of the Shares and the operations of the Company are extremely speculative and risky. There is no guarantee the Company will be able to produce a profit, cash flow or continue its operations. (b) Each certificate representing the Shares will have the following legend: THE SECURITIES REPRESENTED HEREBY HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND RESTRICTED PURSUANT TO RULE 144. THEY MAY NOT BE TRANSFERRED, PLEDGED, HYPOTHECATED OR OTHERWISE DISPOSED OF UNLESS THE TRANSFERROR FIRST COMPLIES WITH SAID ACT AND THE SHAREHOLDER POOLING AGREEMENT RESTRICTING THE TRANSFER AND SALE OF THESE SECURITIES. (c) The shares shall be further restricted pursuant . ARTICLE II ----------- REPRESENTATIONS AND WARRANTIES OF SELLER -------------------------------------------- Seller hereby represents and warrants to a shareholder voting agreement which is attached hereto Buyer as exhibit "A". All terms of that agreement are hereby incorporated by reference. Buyer agrees to abide by all the terms and conditions of the shareholder voting agreement.follows: