Offerees. Neither the Company nor anyone acting on its behalf has in the past sold, offered for sale or solicited offers to buy any capital stock of the Company from any person or organization other than the Purchasers so as to bring the offer, issuance or sale of the Securities, as contemplated by this Agreement, within the provisions of Section 5 of the Securities Act. Based in part upon, and subject to the truth and accuracy of, the Purchasers’ representations in Section 4, the offer, sale and issuance of the Securities pursuant to this Agreement will constitute a transaction exempt from the registration requirements of Section 5 of the Securities Act and all applicable state securities laws by virtue of Section 4(2) promulgated thereunder. The Company has complied and will comply with all applicable state securities laws in connection with the issuance and sale of the Securities or any other securities.
Appears in 2 contracts
Sources: Note Purchase Agreement (Aegerion Pharmaceuticals, Inc.), Note Purchase Agreement (Aegerion Pharmaceuticals, Inc.)