Common use of Private Placement Clause in Contracts

Private Placement. The offer and sale of the Securities to the Investor as contemplated hereby is exempt from the registration requirements of the 1933 Act.

Appears in 84 contracts

Samples: Note Purchase Agreement (Renavotio, Inc.), Securities Purchase Agreement (Success Entertainment Group International Inc.), Securities Purchase Agreement (Guided Therapeutics Inc)

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Private Placement. The offer and sale of the Securities to the Investor Investors as contemplated hereby is exempt from the registration requirements of the 1933 Act.

Appears in 84 contracts

Samples: Securities Purchase Agreement (Celcuity Inc.), Securities Purchase Agreement (Lyra Therapeutics, Inc.), Registration Rights Agreement (Madrigal Pharmaceuticals, Inc.)

Private Placement. The offer and sale of the Securities Shares to the Investor Investors as contemplated hereby is exempt from the registration requirements of the 1933 Act.

Appears in 10 contracts

Samples: Securities Purchase Agreement (Rafael Holdings, Inc.), Purchase Agreement (SharpSpring, Inc.), Purchase Agreement (OptimizeRx Corp)

Private Placement. The offer and sale of the Securities to the Investor Purchasers as contemplated hereby is exempt from the registration requirements of the 1933 Securities Act.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Allos Therapeutics Inc), Securities Purchase Agreement (Aradigm Corp), Securities Purchase Agreement (Solexa, Inc.)

Private Placement. The offer and sale of the Securities Shares to the Investor as contemplated hereby is exempt from the registration requirements of the 1933 Act.

Appears in 4 contracts

Samples: Stock Purchase Agreement (China Commercial Credit Inc), Stock Purchase Agreement (Arotech Corp), Purchase Agreement (Woize International Ltd.)

Private Placement. The Based, in part, in reliance of the representations of the Investor contained herein, the offer and sale of the Securities to the Investor as contemplated hereby is exempt from the registration requirements of the 1933 Act.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Hale Martin M Jr), Securities Purchase Agreement (Top Image Systems LTD), Securities Purchase Agreement (Top Image Systems LTD)

Private Placement. The offer and sale of the Securities to the Investor ----------------- Investors as contemplated hereby is exempt from the registration requirements of the 1933 Act.

Appears in 2 contracts

Samples: Purchase Agreement (Amerigon Inc), Purchase Agreement (Amerigon Inc)

Private Placement. The offer and sale of the Securities to the Investor Investors as contemplated hereby is exempt from the registration requirements of the 1933 Act. The completion of the Other Offering will not cause the offering of the Securities to violate Section 5 of the 1933 Act.

Appears in 2 contracts

Samples: 99.1 Purchase Agreement (Alanco Technologies Inc), Purchase Agreement (Alanco Technologies Inc)

Private Placement. The Assuming the accuracy of the representations and warranties of each Investor set forth herein, the offer and sale of the Securities to the Investor Investors as contemplated hereby is exempt from the registration requirements of the 1933 Act.

Appears in 2 contracts

Samples: Purchase Agreement (Primal Solutions Inc), Purchase Agreement (Primal Solutions Inc)

Private Placement. The offer and sale of the Securities to the Investor Investors as contemplated hereby is exempt from the registration requirements of the 1933 Act.Act pursuant to Rule 506 of Regulation D.

Appears in 1 contract

Samples: Escrow Agreement (Golden Phoenix Minerals Inc /Mn/)

Private Placement. The offer and sale of the Securities to the Investor Investors as contemplated hereby is exempt from the registration requirements of the 1933 Securities Act, subject to the accuracy of the Investors' representations set forth herein.

Appears in 1 contract

Samples: Series C Subscription Agreement (Warp Technology Holdings Inc)

Private Placement. The offer and sale of the Securities to the ----------------- Investor as contemplated hereby is exempt from the registration requirements of the 1933 Act.

Appears in 1 contract

Samples: Exchange Agreement (Amerigon Inc)

Private Placement. The offer and sale of the Securities Shares to the Investor Purchaser as contemplated hereby is exempt from the registration requirements of the 1933 Act.

Appears in 1 contract

Samples: Purchase Agreement (Woize International Ltd.)

Private Placement. The offer and sale of the Securities to the Investor Investors as contemplated hereby is are exempt from the registration requirements of the 1933 Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Elutia Inc.)

Private Placement. The offer and sale of the Securities to the Investor Investors as contemplated hereby is exempt from the registration requirements of the 1933 Act. The offer and sale of the Debentures as contemplated hereby is exempt from the requirements of the Trust Indenture Act of 1939, as amended.

Appears in 1 contract

Samples: 4 Purchase Agreement (World Heart Corp)

Private Placement. The Assuming the truth and accuracy of the Investors' representations and warranties contained in Article V hereof, the offer and sale of the Securities to the Investor Investors as contemplated hereby is exempt from the registration requirements of the 1933 Act.

Appears in 1 contract

Samples: Purchase Agreement (Axeda Systems Inc)

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Private Placement. The offer and sale of the Securities to the Investor Purchasers as contemplated hereby is exempt from the registration requirements of the 1933 Act.

Appears in 1 contract

Samples: Debenture Purchase Agreement (Bakers Footwear Group Inc)

Private Placement. The offer and sale of the Securities Investment to the Investor Lenders as contemplated hereby is exempt from the registration requirements of the 1933 Securities Act.

Appears in 1 contract

Samples: Interim Loan Agreement (Enable Holdings, Inc.)

Private Placement. The Assuming the truth and accuracy of the Investors’ representations and warranties in this Agreement, the offer and sale of the Securities to the Investor Investors as contemplated hereby is exempt from the registration requirements of the 1933 Act.

Appears in 1 contract

Samples: Purchase Agreement (Media Sciences International Inc)

Private Placement. The offer and sale of the Securities to the Investor Purchasers as contemplated hereby is are exempt from the registration requirements of the Securities Act of 1933 (the “Securities Act”).

Appears in 1 contract

Samples: Note and Warrant Purchase Agreement (Applied Neurosolutions Inc)

Private Placement. The offer and sale of the Securities Notes to the Investor Purchasers as contemplated hereby is are exempt from the registration requirements of the Securities Act of 1933 (the “Securities Act”).

Appears in 1 contract

Samples: Convertible Note Purchase Agreement (Applied Neurosolutions Inc)

Private Placement. The Assuming the truth and accuracy of the Investor’s representations and warranties in this Agreement, the offer and sale of the Securities to the Investor as contemplated hereby is exempt from the registration requirements of the 1933 Act.

Appears in 1 contract

Samples: Assumption Agreement (Rainmaker Systems Inc)

Private Placement. The offer and sale Assuming the accuracy of the Securities to representations and warranties of the Investor as contemplated hereby Investors set forth herein, the Offering is exempt from the registration requirements of the 1933 Act.

Appears in 1 contract

Samples: Purchase Agreement (Pfsweb Inc)

Private Placement. The offer and sale of the Securities to the Investor as contemplated hereby is are exempt from the registration requirements of the 1933 Act.

Appears in 1 contract

Samples: Purchase Agreement (All Energy Corp)

Private Placement. The offer and sale of the Securities Investment to the Investor Lenders as contemplated hereby is exempt from the registration requirements of the 1933 Securities Act.. 4.25

Appears in 1 contract

Samples: Interim Loan Agreement

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