Not U.S. Person. The Purchaser is not a “U.S. person” as defined in Rule 902 of Regulation S.
Not U.S. Person. The Subscriber is not a “U.S. person” as defined in Rule 902 of Regulation S.
Not U.S. Person. The Investor is not a “U.S. person” as defined in Rule 902 of Regulation S under the Securities Act. Series B-2 Preferred Share Subscription Agreement
Not U.S. Person. The Purchaser is, and on each date on which he/she/it exercises any Warrant, he/she/it will be, not a “U.S. person” as defined in Regulation S under the Securities Act.
Not U.S. Person. Such Series B Investor is not a “U.S. person” as defined in Rule 902 of Regulation S under the Securities Act.
Not U.S person. The Option Holder is not a “U.S. person” (as such term is defined in Regulation S of the Securities Act) and is not acquiring the Option and/or purchasing the Purchase Shares for the account or benefit of any “U.S. person”.
Not U.S person. The Investor is not a “U.S. person” (as such term is defined in Regulation S of the Securities Act) and is not purchasing the Note for the account or benefit of any “U.S. person.”
Not U.S. Person. The Purchaser is not a “U.S. Person” within the meaning of Regulation S and is not acquiring the Shares for the account or benefit of any “U.S. Person”. The Purchaser is aware and agrees (i) that the sale to it is being made in an “off -shore transaction” (as defined in Regulation S) in reliance on an exemption from registration under the Securities Act, (ii) that the Shares are being offered in transactions not involving any public offering within the meaning of the Securities Act, and (iii) that the Shares have not been and will not be registered under the Securities Act. The Purchaser is not acquiring the Shares as a result of or in connection with any activity that would constitute “directed selling efforts” (within the meaning given to that term in Regulation S) or any general solicitation or advertising in the United States and agrees to resell the Shares only in accordance with the provisions of Regulation S or pursuant to an effective registration statement under the Securities Act or an available exemption therefrom. The authorized representatives of the Purchaser were outside the United States at the time (i) the purchase and the sale of the Shares was made and (ii) the authorized representatives of the Purchaser executed the Agreement.
