Common use of Offering Exemption Clause in Contracts

Offering Exemption. Assuming the accuracy of the representations and warranties made by the Purchaser, the offer, sale and issuance of the Shares to the Purchaser will be exempt from the registration requirements of the Securities Act and will have been registered or qualified (or are exempt from registration and qualification) under the registration, permit or qualification requirements of all applicable state securities laws. Neither the Company nor any agent on its behalf has solicited or will solicit any offers to sell or has offered to sell or will offer to sell all or any part of the Shares to any person or persons so as to bring the sale of such Shares by the Company within the registration provisions of the Securities Act or any state securities laws.

Appears in 4 contracts

Samples: Regulation S Stock Purchase Agreement (Laserlock Technologies Inc), Regulation S Stock Purchase Agreement (Power Efficiency Corp), Regulation S Stock Purchase Agreement (New Visual Corp)

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Offering Exemption. Assuming the accuracy of the representations and warranties made by the Purchaser, the offer, sale and issuance of the Shares Securities to the Purchaser will be exempt from the registration requirements of the Securities Act and will have been registered or qualified (or are exempt from registration and qualification) under the registration, permit or qualification requirements of all applicable state securities laws. Neither the Company nor any agent on its behalf has solicited or will solicit any offers to sell or has offered to sell or will offer to sell all or any part of the Shares Securities to any person or persons so as to bring the sale of such Shares Securities by the Company within the registration provisions of the Securities Act or any state securities laws.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Inverted Paradigms Corp), Regulation S Stock Purchase Agreement (Reality Wireless Networks Inc)

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