Common use of Private Issue Clause in Contracts

Private Issue. Holder understands (i) that the Shares issuable upon exercise of Holder’s rights contained in the Warrant are not registered under the Securities Act of 1933 (the “Act”) or qualified under applicable state securities laws on the ground that the issuance contemplated by the Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on Holder’s representations set forth in this Section 5 and in Holder’s Subscription Agreement and Questionnaire given in conjunction with Holder’s purchase of the Common Unit(s).

Appears in 1 contract

Sources: Warrant Agreement (Macrosolve Inc)

Private Issue. Holder understands (i) that the Shares issuable upon exercise of Holder’s 's rights contained in the Warrant are not registered under the Securities Act of 1933 (the “Act”) or qualified under applicable state securities laws on the ground that the issuance contemplated by the Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on Holder’s 's representations set forth in this Section 5 and in Holder’s Subscription Agreement and Questionnaire given in conjunction with Holder’s purchase of the Common Unit(s).Article V.

Appears in 1 contract

Sources: Warrant Agreement (Macrosolve Inc)

Private Issue. Holder understands (i) that the Shares issuable upon exercise of Holder’s 's rights contained in the Warrant are not registered under the Securities Act of 1933 1933, as amended, (the “Act”) or qualified under applicable state securities laws on the ground that the issuance contemplated by the Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on Holder’s 's representations set forth in this Section 5 and in Holder’s Subscription Agreement and Questionnaire given in conjunction with Holder’s purchase of the Common Unit(s).Article V.

Appears in 1 contract

Sources: Warrant Agreement (Macrosolve Inc)

Private Issue. The Holder understands (i) that neither the Shares issuance of this Warrant nor the issuance of any shares of the Company’s capital stock issuable upon exercise of the Holder’s rights contained in the Warrant are not herein has been registered under the Securities 1933 Act of 1933 (the “Act”) or qualified under applicable state securities laws on the ground that the issuance issuances contemplated by the this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on Holder’s the representations of the Holder set forth in this Section 5 and in Holder’s Subscription Agreement and Questionnaire given in conjunction with Holder’s purchase of the Common Unit(s)18.

Appears in 1 contract

Sources: Preferred Stock Purchase Warrant (Fluidigm Corp)

Private Issue. Holder understands (i) that the Shares issuable upon exercise of Holder’s 's rights contained in the Warrant are not registered under the Securities Act of 1933 (the “Act”) or qualified under applicable state securities laws on the ground that the issuance contemplated by the Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on Holder’s 's representations set forth in this Section 5 and in Holder’s Subscription Agreement and Questionnaire given in conjunction with Holder’s purchase of the Common Unit(s)Article 5.

Appears in 1 contract

Sources: Warrant Agreement (Macrosolve Inc)

Private Issue. Holder understands (i) that the Shares issuable upon exercise of Holder’s rights contained in the Warrant are not registered under the Securities Act of 1933 (the “Act”) or qualified under applicable state securities laws on the ground that the issuance contemplated by the Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on Holder’s representations set forth in this Section 5 and in Holder’s Subscription Agreement and Questionnaire given in conjunction with Holder’s purchase of the Common Unit(s)Debenture.

Appears in 1 contract

Sources: Warrant Agreement (Macrosolve Inc)

Private Issue. Holder understands (i) that the Shares issuable upon exercise of the Holder’s rights contained in the Warrant are not registered under the Securities Act of 1933 (the “Act”) or qualified under applicable state securities laws on the ground that the issuance contemplated by the Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on Holder’s representations set forth in this Section 5 and in Holder’s Subscription Agreement and Questionnaire given in conjunction with Holder’s purchase of the Common Unit(s)Article 6.

Appears in 1 contract

Sources: Warrant Agreement (Zero Gravity Solutions, Inc.)

Private Issue. Holder understands (i) that the Shares issuable ------------- upon exercise of Holder’s 's rights contained in the Warrant are not registered under the Securities Act of 1933 (the “Act”) or qualified under applicable state securities laws on the ground that the issuance contemplated by the Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on Holder’s 's representations set forth in this Section 5 and in Holder’s Subscription Agreement and Questionnaire given in conjunction with Holder’s purchase of the Common Unit(s)Article 4.

Appears in 1 contract

Sources: Warrant Agreement (Seven Charles C)

Private Issue. Holder understands (i) that the Shares issuable upon exercise of Holder’s 's rights contained in the Warrant are not registered under the Securities Act of 1933 (the “Act”) or qualified under applicable state securities laws on the ground that the issuance contemplated by the Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on Holder’s 's representations set forth in this Section 5 and in Holder’s Subscription Agreement and Questionnaire given in conjunction with Holder’s purchase of the Common Unit(s)5.

Appears in 1 contract

Sources: Warrant Agreement (Macrosolve Inc)