Common use of Private Offering Clause in Contracts

Private Offering. It is an “accredited investor” as such term is defined in Rule 501(a) of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”). It acknowledges that the sale contemplated hereby is being made in reliance on a private placement exemption to “Accredited Investors” within the meaning of Section 501(a) of Regulation D under the Securities Act and similar exemptions under state law.

Appears in 15 contracts

Samples: Unit Subscription Agreement (Longevity Acquisition Corp), Unit Subscription Agreement (Tenzing Acquisition Corp.), Unit Subscription Agreement (Constellation Alpha Capital Corp.)

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Private Offering. It is an “accredited investor” as such term is defined in Rule 501(a) of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”). It acknowledges that the sale contemplated hereby is being made in reliance on a private placement exemption to “Accredited Investors” within the meaning of Section 501(a) of Regulation D under the Securities Act and similar exemptions under state lawAct.

Appears in 8 contracts

Samples: Private Placement Warrant Purchase Agreement (Mana Capital Acquisition Corp.), Unit Subscription Agreement (Pacific Special Acquisition Corp.), Private Placement Unit Subscription Agreement (Genesis Unicorn Capital Corp.)

Private Offering. It is an “accredited investor” as such term is defined in Rule 501(a) of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”)) under the Securities Act. It acknowledges that the sale contemplated hereby is being made in reliance on a private placement exemption to “Accredited Investors” within the meaning of Section 501(a) of Regulation D under the Securities Act and similar exemptions under state law.

Appears in 6 contracts

Samples: Unit Subscription Agreement (Edoc Acquisition Corp.), Unit Subscription Agreement (Edoc Acquisition Corp.), Unit Subscription Agreement (Edoc Acquisition Corp.)

Private Offering. It is an “accredited investor” as such term is defined in Rule 501(a) of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”)) or qualifies under Reg-S of the Securities Act. It acknowledges that the sale contemplated hereby is being made in reliance on a private placement exemption to “Accredited Investors” within the meaning of Section 501(a) of Regulation D and Reg-S under the Securities Act and similar exemptions under state law.

Appears in 2 contracts

Samples: Private Placement Unit Subscription Agreement (Oak Woods Acquisition Corp), Private Placement Unit Subscription Agreement (Oak Woods Acquisition Corp)

Private Offering. It is an “accredited investor” as such term is defined in Rule 501(a) of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”). It acknowledges that the sale contemplated hereby is being made in reliance on a private placement exemption to “Accredited Investors” within the meaning of Section 501(a) of Regulation D under the Securities Act and similar exemptions under state law.. {N0382191 2 }

Appears in 2 contracts

Samples: Private Placement Unit Subscription Agreement (Zi Toprun Acquisition Corp.), Private Placement Unit Subscription Agreement (Zi Toprun Acquisition Corp.)

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Private Offering. It is an “accredited investor” as such term is defined in Rule 501(a) of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”). It acknowledges that the sale contemplated hereby is being made in reliance on a private placement exemption to “Accredited Investorsaccredited investors” within the meaning of Section 501(a) of Regulation D under the Securities Act and similar exemptions under state law.

Appears in 2 contracts

Samples: Unit Subscription Agreement (Constellation Alpha Capital Corp.), Unit Subscription Agreement (Constellation Alpha Capital Corp.)

Private Offering. It is an “accredited investor” as such term is defined in Rule 501(a) of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”). It acknowledges that the sale contemplated hereby is being made in reliance on a private placement exemption to “Accredited Investors” within the meaning of Section 501(a) of Regulation D under the Securities Act and similar exemptions under state law.. {N0405972}

Appears in 1 contract

Samples: Private Placement Unit Subscription Agreement (Zi Toprun Acquisition Corp.)

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