Common use of For Florida Residents Clause in Contracts

For Florida Residents. The Shares have not been registered under the Securities Act, or the Florida Securities and Investor Protection Act (“Florida Securities Act”), by reason of specific exemptions thereunder relating to the limited availability of the offering. The Shares cannot be sold, transferred or otherwise disposed of to any person or entity unless subsequently registered under the Securities Act or the Florida Securities Act, if such registration is required. Pursuant to Section 517.061(11) of the Florida Securities Act, when sales are made to five (5) or more persons in Florida, any sale made pursuant to Subsection 517.061(11) of the Florida Securities Act will be voidable by such Florida purchaser either within three (3) days after the first tender of consideration is made by the purchaser to the issuer, an agent of the issuer, or an escrow agent, or within three (3) days after the availability of the privilege is communicated to such purchaser, whichever occurs later. In addition, as required by Section 517.061(11)(a)(3) of the Florida Securities Act and by Rule 69W-500.005(5)(a) thereunder, if Investor is a Florida resident Investor may have, at the offices of the Company, at any reasonable hour, after reasonable notice, access to the materials set forth in such Rule that the Company can obtain without unreasonable effort or expense.

Appears in 3 contracts

Samples: Subscription Agreement (Ascend Acquisition Corp.), Subscription Agreement (Ascend Acquisition Corp.), Subscription Agreement (Cullen Agricultural Holding Corp)

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For Florida Residents. The Shares Units have not been registered under the Securities Act of 1933, as amended (“1933 Act”), or the Florida Securities and Investor Protection Act (“Florida Securities Act”), by reason of specific exemptions thereunder relating to the limited availability of the offeringOffering. The Shares Units cannot be sold, transferred or otherwise disposed of to any person or entity unless subsequently registered under the Securities 1933 Act or the Florida Securities Act, if such registration is required. Pursuant to Section 517.061(11) of the Florida Securities Act, when sales are made to five (5) or more persons in Florida, any sale made pursuant to Subsection 517.061(11) of the Florida Securities Act will be voidable by such Florida purchaser either within three (3) days after the first tender of consideration is made by the purchaser to the issuer, an agent of the issuer, or an escrow agent, or within three (3) days after the availability of the privilege is communicated to such purchaser, whichever occurs later. In addition, as required by Section 517.061(11)(a)(3) of the Florida Securities Act and by Rule 69W-500.005(5)(a) thereunder, if Investor is a Florida resident Investor may have, at the offices of the Company, at any reasonable hour, after reasonable notice, access to the materials set forth in such Rule that the Company can obtain without unreasonable effort or expense.

Appears in 3 contracts

Samples: Subscription Agreement (Long Island Iced Tea Corp.), Subscription Agreement (Long Island Iced Tea Corp.), Subscription Agreement (Long Island Iced Tea Corp.)

For Florida Residents. The Shares None of the Units, Preferred Stock and Common Stock have not been registered under the Securities ActAct of 1933, as amended, or the Florida Securities and Investor Protection Act (“Florida Securities Act”), by reason of specific exemptions thereunder relating to the limited availability of the offering. The Shares Units, Preferred Stock and Common Stock cannot be sold, transferred or otherwise disposed of to any person or entity unless subsequently registered under the Securities Act of 1933, as amended, or the Florida Securities ActAct of Florida, if such registration is required. Pursuant to Section 517.061(11) of the Florida Securities Act, when sales are made to five (5) or more persons in Florida, any sale made pursuant to Subsection 517.061(11) of the Florida Securities Act will be voidable by such Florida purchaser either within three (3) days after the first tender of consideration is made by the purchaser to the issuer, an agent of the issuer, or an escrow agent, or within three (3) days after the availability of the privilege is communicated to such purchaser, whichever occurs later. In addition, as required by Section 517.061(11)(a)(3) of the ), Florida Securities Act Statutes and by Rule 69W-500.005(5)(a3-500.05(a) thereunder, if Investor is I am a Florida resident Investor I may have, at the offices of the Company, at any reasonable hour, after reasonable notice, access to the materials set forth in such the Rule that the Company can obtain without unreasonable effort or expense.

Appears in 2 contracts

Samples: Subscription Agreement (Chiste Corp), Subscription Agreement (Chiste Corp)

For Florida Residents. The Shares Common Stock and Warrants comprising the Units (and the underlying shares of Common Stock) have not been registered under the Securities Act, Act or the Florida Securities and Investor Protection Act (“Florida Securities Act”), by reason of specific exemptions thereunder relating to the limited availability of the offeringOffering. The Shares cannot Neither the Common Stock or Warrants nor the shares of Common Stock underlying the Warrants can be sold, transferred transferred, or otherwise disposed of to any person or entity unless subsequently registered under the Securities Act or the Florida Securities ActAct of Florida, if such registration is required. Pursuant to Section 517.061(11) of the Florida Securities Act, when sales are made to five (5) or more persons in Florida, any sale made pursuant to Subsection 517.061(11) of the Florida Securities Act will be voidable by such Florida purchaser either within three (3) days after the first tender of consideration is made by the purchaser to the issuer, an agent of the issuer, or an escrow agent, or within three (3) days after the availability of the privilege is communicated to such purchaser, whichever occurs later. In addition, as required by Section 517.061(11)(a)(3) of the Florida Securities Act Statutes and by Rule 69W-500.005(5)(a) 69W-500.005 thereunder, if Investor is I am a Florida resident Investor I may have, at the offices of the Company, at any reasonable hour, after reasonable notice, access to certain prescribed materials and an opportunity to question the materials set forth in such Rule that appropriate executive officers of the Company can obtain without unreasonable effort or expenseCompany.

Appears in 2 contracts

Samples: Subscription/Registration Rights Agreement (PAVmed Inc.), Registration Rights Agreement (PAVmed Inc.)

For Florida Residents. The Shares have not been registered under the Securities Act, or the Florida Securities and Investor Protection Act (“Florida Securities Act”), by reason of specific exemptions thereunder relating to the limited availability of the offering. The Shares cannot be sold, transferred or otherwise disposed of to any person or entity unless subsequently registered under the Securities Act or the Florida Securities Act, if such registration is required. Pursuant to Section 517.061(11) of the Florida Securities Act, when sales are made to five (5) or more persons in Florida, any sale made pursuant to Subsection 517.061(11) of the Florida Securities Act will be voidable by such Florida purchaser either within three (3) days after the first tender of consideration is made by the purchaser to the issuer, an agent of the issuer, or an escrow agent, or within three (3) days after the availability of the privilege is communicated to such purchaser, whichever occurs later. In addition, as required by Section 517.061(11)(a)(3) of the Florida Securities Act and by Rule 69W-500.005(5)(a) thereunder, if Investor is a Florida resident Investor may have, at the offices of the Company, at any reasonable hour, after reasonable notice, access to the materials set forth in such Rule that the Company can obtain without unreasonable effort or expense.

Appears in 2 contracts

Samples: Subscription Agreement (Parkervision Inc), Subscription Agreement (Parkervision Inc)

For Florida Residents. The Shares Securities have not been registered under the Securities Act of 1933, as amended (“1933 Act”), or the Florida Securities and Investor Protection Act (“Florida Securities Act”), by reason of specific exemptions thereunder relating to the limited availability of the offeringOffering. The Shares Securities cannot be sold, transferred or otherwise disposed of to any person or entity unless subsequently registered under the Securities 1933 Act or the Florida Securities Act, if such registration is required. Pursuant to Section 517.061(11) of the Florida Securities Act, when sales are made to five (5) or more persons in Florida, any sale made pursuant to Subsection 517.061(11) of the Florida Securities Act will be voidable by such Florida purchaser either within three (3) days after the first tender of consideration is made by the purchaser to the issuer, an agent of the issuer, or an escrow agent, or within three (3) days after the availability of the privilege is communicated to such purchaser, whichever occurs later. In addition, as required by Section 517.061(11)(a)(3) of the Florida Securities Act and by Rule 69W-500.005(5)(a) thereunder, if Investor is a Florida resident Investor may have, at the offices of the Company, at any reasonable hour, after reasonable notice, access to the materials set forth in such Rule that the Company can obtain without unreasonable effort or expense.

Appears in 1 contract

Samples: Subscription Agreement (Long Blockchain Corp.)

For Florida Residents. The Shares Securities have not been registered under the Securities ActAct of 1933, as amended, or the Florida Securities and Investor Protection Act (“Florida Securities Act”), by reason of specific exemptions thereunder relating to the limited availability of the offeringOffering. The Shares Securities cannot be sold, transferred or otherwise disposed of to any person or entity unless subsequently registered under the Securities Act of 1933, as amended, or the Florida Securities ActAct of Florida, if such registration is required. Pursuant to Section 517.061(11) of the Florida Securities Act, when sales are made to five (5) or more persons in Florida, any sale made pursuant to Subsection 517.061(11) of the Florida Securities Act will be voidable by such Florida purchaser either within three (3) days after the first tender of consideration is made by the purchaser to the issuer, an agent of the issuer, or an escrow agent, or within three (3) days after the availability of the privilege is communicated to such purchaser, whichever occurs later. In addition, as required by Section 517.061(11)(a)(3) of the 517.061(1l)(a)(3), Florida Securities Act Statutes and by Rule 69W-500.005(5)(a3-500.05(a) thereunder, if Investor is I am a Florida resident Investor I may have, at the offices of the Company, at any reasonable hour, after reasonable notice, access to the materials set forth in such the Rule that the Company can obtain without unreasonable effort or expense.

Appears in 1 contract

Samples: Subscription Agreement (Baker Christopher P)

For Florida Residents. The Shares Securities have not been registered under the Securities ActAct of 1933, as amended, or the Florida Securities and Investor Protection Act (“Florida Securities Act”), by reason of specific exemptions thereunder relating to the limited availability of the offeringOffering. The Shares Securities cannot be sold, transferred or otherwise disposed of to any person or entity unless subsequently registered under the Securities Act of 1933, as amended, or the Florida Securities ActAct of Florida, if such registration is required. Pursuant to Section 517.061(11) of the Florida Securities Act, when sales are made to five (5) or more persons in Florida, any sale made pursuant to Subsection 517.061(11) of the Florida Securities Act will be voidable by such Florida purchaser either within three (3) days after the first tender of consideration is made by the purchaser to the issuer, an agent of the issuer, or an escrow agent, or within three (3) days after the availability of the privilege is communicated to such purchaser, whichever occurs later. This constitutes such communication. In addition, as required by Section 517.061(11)(a)(3517.061(11) of the (a)(3), Florida Securities Act Statutes and by Rule 69W-500.005(5)(a3-500.05(a) thereunder, if Investor is I am a Florida resident Investor may haveI have had, at the offices of the Company, at any reasonable hour, after reasonable notice, access to the materials set forth in such the Rule that the Company can obtain without unreasonable effort or expense.

Appears in 1 contract

Samples: Subscription Agreement (Tii Industries Inc)

For Florida Residents. The None of the Shares have not been registered under the Securities ActAct of 1933, as amended, or the Florida Securities and Investor Protection Act (“Florida Securities Act”), by reason of specific exemptions thereunder relating to the limited availability of the offering. The Shares cannot be sold, transferred or otherwise disposed of to any person or entity unless subsequently registered under the Securities Act of 1933, as amended, or the Florida Securities ActAct of Florida, if such registration is required. Pursuant to Section 517.061(11) of the Florida Securities Act, when sales are made to five (5) or more persons in Florida, any sale made pursuant to Subsection 517.061(11) of the Florida Securities Act will be voidable by such Florida purchaser either within three (3) days after the first tender of consideration is made by the purchaser to the issuer, an agent of the issuer, or an escrow agent, or within three (3) days after the availability of the privilege is communicated to such purchaser, whichever occurs later. In addition, as required by Section 517.061(11)(a)(3) of the ), Florida Securities Act Statutes and by Rule 69W-500.005(5)(a3-500.05(a) thereunder, if Investor is I am a Florida resident Investor I may have, at the offices of the Company, at any reasonable hour, after reasonable notice, access to the materials set forth in such the Rule that the Company can obtain without unreasonable effort or expense.

Appears in 1 contract

Samples: Subscription Agreement (Ladenburg Thalmann Financial Services Inc)

For Florida Residents. The Shares have not been registered under the Securities Act, Act or the Florida Securities and Investor Protection Act (“Florida Securities Act”), by reason of specific exemptions thereunder relating to the limited availability of the offeringOffering. The All of the Shares cannot be sold, transferred transferred, or otherwise disposed of to any person or entity unless subsequently registered under the Securities Act or the Florida Securities Act, if such registration is required. Pursuant to Section 517.061(11) of the Florida Securities Act, when sales are made to five (5) or more persons in Florida, any sale made pursuant to Subsection 517.061(11) of the Florida Securities Act will be voidable by such Florida purchaser either within three (3) days after the first tender of consideration is made by the purchaser to the issuer, an agent of the issuer, or an escrow agent, or within three (3) days after the availability of the privilege is communicated to such purchaser, whichever occurs later. In addition, as required by Section 517.061(11)(a)(3) of the Florida Securities Act and by Rule 69W-500.005(5)(a) thereunder, if the Investor is a Florida resident resident, such Investor may have, at the offices of the Company, at any reasonable hour, after reasonable notice, access to the certain prescribed materials set forth in such Rule that the Company can obtain without unreasonable effort or expense.expense and the opportunity to question the appropriate executive officers of the Company. ​

Appears in 1 contract

Samples: Scopus BioPharma Inc.

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For Florida Residents. The Shares Securities have not been registered under the Securities ActAct of 1933, as amended, or the Florida Securities and Investor Protection Act (“Florida Securities Act”), by reason of specific exemptions thereunder relating to the limited availability of the offeringOffering. The Shares Securities cannot be sold, transferred transferred, or otherwise disposed of to any person or entity unless subsequently registered under the Securities Act of 1933, as amended, or the Florida Securities ActAct of Florida, if such registration is required. Pursuant to Section 517.061(11) of the Florida Securities Act, when sales are made to five (5) or more persons in Florida, any sale made pursuant to Subsection 517.061(11) of the Florida Securities Act will be voidable by such Florida purchaser either within three (3) days after the first tender of consideration is made by the purchaser to the issuer, an agent of the issuer, or an escrow agent, or within three (3) days after the availability of the privilege is communicated to such purchaser, whichever occurs later. In addition, as required by Section 517.061(11)(a)(3) of the ), Florida Securities Act Statutes and by Rule 69W-500.005(5)(a3-500.05(a) thereunder, if Investor is I am a Florida resident Investor I may have, at the offices of the Company, at any reasonable hour, after reasonable notice, access to the materials set forth in such the Rule that the Company can obtain without unreasonable effort or expense.

Appears in 1 contract

Samples: Subscription Agreement (Video Network Communications Inc)

For Florida Residents. The Shares Securities have not been registered under the Securities ActAct of 1933, as amended, or the Florida Securities and Investor Protection Act (“Florida Securities Act”), by reason of specific exemptions thereunder relating to the limited availability of the offeringOffering. The Shares Securities cannot be sold, transferred or otherwise disposed of to any person or entity unless subsequently registered under the Securities Act of 1933, as amended, or the Florida Securities ActAct of Florida, if such registration is required. Pursuant to Section 517.061(11) of the Florida Securities Act, when sales are made to five (5) or more persons in Florida, any sale made pursuant to Subsection 517.061(11) of the Florida Securities Act will be voidable by such Florida purchaser either within three (3) days after the first tender of consideration is made by the purchaser to the issuer, an agent of the issuer, or an escrow agent, or within three (3) days after the availability of the privilege is communicated to such purchaser, whichever occurs later. In addition, as required by Section 517.061(11)(a)(3) of the 517.06(11)(a)(3), Florida Securities Act Statutes and by Rule 69W-500.005(5)(a3-500.05(a) thereunder, if Investor is I am a Florida resident Investor I may have, at the offices of the Company, at any reasonable hour, after reasonable notice, access to the materials set forth in such the Rule that the Company can obtain without unreasonable effort or expense.

Appears in 1 contract

Samples: Subscription Agreement (Baker Christopher P)

For Florida Residents. The Shares Notes and Warrants have not been registered under the Securities ActAct of 1933, as amended, or the Florida Securities and Investor Protection Act ("Florida Securities Act"), by reason of specific exemptions thereunder relating to the limited availability of the offeringOffering. The Shares Notes and Warrants cannot be sold, transferred transferred, or otherwise disposed of to any person or entity unless subsequently registered under the Securities Act of 1933, as amended, or the Florida Securities Act, if such registration is required. Pursuant to Section 517.061(11) of the Florida Securities Act, when sales are made to five (5) or more persons in Florida, any sale made pursuant to Subsection 517.061(11) of the Florida Securities Act will be voidable by such Florida purchaser either within three (3) days after the first tender of consideration is made by the purchaser to the issuer, an agent of the issuer, or an escrow agent, or within three (3) days after the availability of the privilege is communicated to such purchaser, whichever occurs later. In addition, as required by Section 517.061(11)(a)(3) of the ), Florida Securities Act Statutes and by Rule 69W-500.005(5)(a3-500.05(a) thereunder, if Investor is I am a Florida resident Investor I may have, at the offices of the Company, at any reasonable hour, after reasonable notice, access to the materials set forth in such the Rule that the Company can obtain without unreasonable effort or expense.

Appears in 1 contract

Samples: Subscription Agreement (Worlds Com Inc)

For Florida Residents. The Shares Securities have not been registered under the Securities ActAct of 1933, as amended, or the Florida Securities and Investor Protection Act (“Florida Securities Act”), by reason of specific exemptions thereunder relating to the limited availability of the offeringOffering. The Shares Securities cannot be sold, transferred or otherwise disposed of to any person or entity unless subsequently registered under the Securities Act of 1933, as amended, or the Florida Securities ActAct of Florida, if such registration is required. Pursuant to Section 517.061(11) of the Florida Securities Act, when sales are made to five (5) or more persons in Florida, any sale made pursuant to Subsection 517.061(11) of the Florida Securities Act will be voidable by such Florida purchaser either within three (3) days after the first tender of consideration is made by the purchaser to the issuer, an agent of the issuer, or an escrow agent, or within three (3) days after the availability of the privilege is communicated to such purchaser, whichever occurs later. In addition, as required by Section 517.061(11)(a)(3) of the ), Florida Securities Act Statutes and by Rule 69W-500.005(5)(a3-500.05(a) thereunder, if Investor is I am a Florida resident Investor I may have, at the offices of the Company, at any reasonable hour, after reasonable notice, access to the materials set forth in such the Rule that the Company can obtain without unreasonable effort or expense.

Appears in 1 contract

Samples: Subscription Agreement (Baker Christopher P)

For Florida Residents. The Shares have not been registered under the Securities ActAct of 1933, as amended, or the Florida Securities and Investor Protection Act (“Florida Securities Act”), by reason of specific exemptions thereunder relating to the limited availability of the offeringOffering. The Shares cannot be sold, transferred transferred, or otherwise disposed of to any person or entity unless subsequently registered under the Securities Act of 1933, as amended, or the Florida Securities ActAct of Florida, if such registration is required. Pursuant to Section 517.061(11) of the Florida Securities Act, when sales are made to five (5) or more persons in Florida, any sale made pursuant to Subsection 517.061(11) of the Florida Securities Act will be voidable by such Florida purchaser either within three (3) days after the first tender of consideration is made by the purchaser to the issuer, an agent of the issuer, or an escrow agent, or within three (3) days after the availability of the privilege is communicated to such purchaser, whichever occurs later. In addition, as required by Section 517.061(11)(a)(3) of the ), Florida Securities Act Statutes and by Rule 69W-500.005(5)(a3-500.05(a) thereunder, if Investor is I am a Florida resident Investor I may have, at the offices of the Company, at any reasonable hour, after reasonable notice, access to the materials set forth in such the Rule that the Company can obtain without unreasonable effort or expense.

Appears in 1 contract

Samples: Subscription Agreement (Sentigen Holding Corp)

For Florida Residents. The Shares have not been registered under the Securities Act of 1933, as amended (“1933 Act”), or the Florida Securities and Investor Protection Act (“Florida Securities Act”), by reason of specific exemptions thereunder relating to the limited availability of the offering. The Shares cannot be sold, transferred or otherwise disposed of to any person or entity unless subsequently registered under the Securities 1933 Act or the Florida Securities Act, if such registration is required. Pursuant to Section 517.061(11) of the Florida Securities Act, when sales are made to five (5) or more persons in Florida, any sale made pursuant to Subsection 517.061(11) of the Florida Securities Act will be voidable by such Florida purchaser either within three (3) days after the first tender of consideration is made by the purchaser to the issuer, an agent of the issuer, or an escrow agent, or within three (3) days after the availability of the privilege is communicated to such purchaser, whichever occurs later. In addition, as required by Section 517.061(11)(a)(3) of the Florida Securities Act and by Rule 69W-500.005(5)(a) thereunder, if Investor is a Florida resident Investor may have, at the offices of the Company, at any reasonable hour, after reasonable notice, access to the materials set forth in such Rule that the Company can obtain without unreasonable effort or expense.

Appears in 1 contract

Samples: Subscription Agreement (Long Island Iced Tea Corp.)

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