Common use of Private Transaction Clause in Contracts

Private Transaction. The Selling Shareholders understand that the Company Shares issued pursuant to this Agreement, have not been nor will they be registered under the Securities Act of 1933 as amended ("'33 Act"), but are issued pursuant to exemptions from registration including but not limited to Regulation D and Section 4(2) of the '33 Act, and the Buyer's reliance on such exemptions in issuing the Company Shares is predicated in part on the representations of the Selling Shareholders set forth herein and in the Investment Letter attached hereto as Exhibit "E" (the "Investment Letter"), to be executed by each of the Selling Shareholders and delivered to the Buyer at Closing.

Private Transaction. The Selling Shareholders Shareholder(s) understand that the Company Shares issued pursuant to this Agreement, have not been nor will they be registered under the Securities Act of 1933 as amended ("" '33 Act"), but are issued pursuant to exemptions from registration including but not limited to Regulation D and Section 4(2) of the '33 Act, and the Buyer's reliance on such exemptions in issuing the Company Shares is predicated in part on the representations of the Selling Shareholders Shareholder(s) set forth herein and in the Investment Letter attached hereto as Exhibit "EF" (the "Investment Letter"), to be executed by each of the Selling Shareholders Shareholder(s) and delivered to the Buyer at Closing. Exception to preceding pertains to shares as noted in 2.2.1(A).

Private Transaction. The Selling Shareholders Shareholder(s) understand that the Company Shares issued pursuant to this Agreement, have not been nor will they be registered under the Securities Act of 1933 as amended ("'33 Act"), but are issued pursuant to exemptions from registration including but not limited to Regulation D and Section 4(2) of the '33 Act, and the Buyer's reliance on such exemptions in issuing the Company Shares is predicated in part on the representations of the Selling Shareholders Shareholder(s) set forth herein and in the Investment Letter attached hereto as Exhibit "EF" (the "Investment Letter"), to be executed by each of the Selling Shareholders Shareholder(s) and delivered to the Buyer at Closing. Exception to preceding pertains to shares as noted in 2.2. 1 (A).

Private Transaction. The Selling Shareholders understand that the Company Shares Notes issued pursuant to this Agreement, have not been nor will they be registered under the Securities Act of 1933 as amended ("'33 Act"), but are issued pursuant to exemptions from registration including but not limited to Regulation D and Section 4(2) of the '33 Act, and the BuyerCompany's reliance on such exemptions in issuing the Company Shares Notes is predicated in part on the representations of the Selling Shareholders set forth herein and in the Investment Letter attached hereto as Exhibit "E" (the "Investment Letter"), to be executed by each of the Selling Shareholders and delivered to the Buyer Company at Closing.