Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 183 contracts
Samples: Securities Purchase Agreement (Regenerx Biopharmaceuticals Inc), Securities Purchase Agreement (Worldwide Energy & Manufacturing Usa Inc), Securities Purchase Agreement (Avi Biopharma Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 123 contracts
Samples: Securities Purchase Agreement (Clinical Data Inc), Securities Purchase Agreement (Neuralstem, Inc.), Securities Purchase Agreement (Xenonics Holdings, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, Warrants or converts any Debentures it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 85 contracts
Samples: Securities Purchase Agreement (Etelos, Inc.), Securities Purchase Agreement (Natural Health Trends Corp), Securities Purchase Agreement (Ceragenix Pharmaceuticals, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, it will be either: (i) an “"accredited investor” " as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “"qualified institutional buyer” " as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 73 contracts
Samples: Securities Purchase Agreement (Cyberkinetics Neurotechnology Systems, Inc.), Securities Purchase Agreement (Sento Corp), Securities Purchase Agreement (Biomira CORP)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, Warrants or converts any Debentures it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 53 contracts
Samples: Securities Purchase Agreement (Blink Logic Inc.), Securities Purchase Agreement (T3 Motion, Inc.), Security Agreement (Blink Logic Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, Warrants or converts any Debentures it will be either: (i) an “"accredited investor” " as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “"qualified institutional buyer” " as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 40 contracts
Samples: Securities Purchase Agreement (Wifimed Holdings Company, Inc.), Securities Purchase Agreement (Telanetix,Inc), Securities Purchase Agreement (Isonics Corp)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it converts any shares of Preferred Stock or exercises any Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 26 contracts
Samples: Securities Purchase Agreement (Marine Park Holdings, Inc.), Securities Purchase Agreement (Nutrition 21 Inc), Securities Purchase Agreement (Ortec International Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any WarrantsWarrants or converts any shares of Preferred Stock, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 22 contracts
Samples: Securities Purchase Agreement (UFood Restaurant Group, Inc.), Securities Purchase Agreement (Senesco Technologies Inc), Securities Purchase Agreement (UFood Restaurant Group, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises converts any Warrants, Debentures it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 14 contracts
Samples: Securities Purchase Agreement (Adamis Pharmaceuticals Corp), Securities Purchase Agreement (China Networks International Holdings LTD), Securities Purchase Agreement (Terra Tech Corp.)
Purchaser Status. At the time such the Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it converts any Note or exercises any Warrants, Warrants it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 9 contracts
Samples: Securities Purchase Agreement (Todos Medical Ltd.), Securities Purchase Agreement (Stemtech Corp), Securities Purchase Agreement (SANUWAVE Health, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, Warrants it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 8 contracts
Samples: Securities Purchase Agreement (Gigabeam Corp), Form of Securities Purchase Agreement (InB:Biotechnologies, Inc.), Securities Purchase Agreement (Theater Xtreme Entertainment Group, Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 8 contracts
Samples: Securities Purchase Agreement (It&e International Group), Securities Purchase Agreement (Bullion River Gold Corp), Securities Purchase Agreement (It&e International Group)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, Warrants or converts any Notes it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 8 contracts
Samples: Securities Purchase Agreement (Inpellis, Inc.), Securities Purchase Agreement (Summit Semiconductor Inc.), Securities Purchase Agreement (IIOT-OXYS, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, it will be either: (i) an “"accredited investor” " as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “"qualified institutional buyer” " as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 8 contracts
Samples: Securities Purchase Agreement (NTN Buzztime Inc), Securities Purchase Agreement (Stevia Corp), Securities Purchase Agreement (Alanco Technologies Inc)
Purchaser Status. At the time such the Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 7 contracts
Samples: Securities Purchase Agreement (Avalon Pharmaceuticals Inc), Securities Purchase Agreement (Viral Genetics Inc /De/), Securities Purchase Agreement (Emerge Interactive Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, Warrants it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 6 contracts
Samples: Securities Purchase Agreement (NewCardio, Inc.), Securities Purchase Agreement (GreenHouse Holdings, Inc.), Securities Purchase Agreement (Arno Therapeutics, Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises converts any Warrants, Debentures it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Paincare Holdings Inc), Securities Purchase Agreement (Aprecia Inc), Securities Purchase Agreement (Silverstar Holdings LTD)
Purchaser Status. At the time such the Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, Warrants or converts any Notes it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Las Vegas Gaming Inc), Securities Purchase Agreement (Airguide, Inc.), Securities Purchase Agreement (Becoming Art Inc)
Purchaser Status. At the time such the Purchaser was offered the SecuritiesDebentures, it was, and as of the date hereof it is, and on each date on which it exercises converts any Warrants, Debentures it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Progreen US, Inc.), Securities Purchase Agreement (Soul & Vibe Interactive Inc.), Securities Purchase Agreement (South American Properties, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any WarrantsWarrants for cash, it will be be, either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Generex Biotechnology Corp), Securities Purchase Agreement (Generex Biotechnology Corp), Securities Purchase Agreement (Generex Biotechnology Corp)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, Warrants for cash it will be either: (i) an institutional “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under Regulation D under the Securities Act or (ii) a and/or meets the definition of “qualified institutional buyer” as defined in Rule 144A(a144A(a)(1) under the Securities Act, and is not an entity formed for the sole purpose of acquiring the Securities. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Cell Therapeutics Inc), Securities Purchase Agreement (Cell Therapeutics Inc), Securities Purchase Agreement (Cell Therapeutics Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, it will be eitherbe: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Epicept Corp), Securities Purchase Agreement (Epicept Corp), Securities Purchase Agreement (Epicept Corp)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it converts any Note or exercises any Warrants, Warrants it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 5 contracts
Samples: Securities Purchase Agreement (SANUWAVE Health, Inc.), Securities Purchase Agreement (SANUWAVE Health, Inc.), Securities Purchase Agreement (SANUWAVE Health, Inc.)
Purchaser Status. At the time such the Purchaser was offered the SecuritiesDebenture, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, converts the Debenture it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Gopher Protocol Inc.), Securities Purchase Agreement (Digital Power Corp), Securities Purchase Agreement (Soul & Vibe Interactive Inc.)
Purchaser Status. At the time such the Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, Warrants or converts any Debentures it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Enable Holdings, Inc.), Securities Purchase Agreement (Lithium Exploration Group, Inc.), Securities Purchase Agreement (Lithium Exploration Group, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, it will be either: either (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act Act; or (ii) a “qualified institutional buyer” as s defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Guided Therapeutics Inc), Securities Purchase Agreement (Guided Therapeutics Inc), Securities Purchase Agreement (Guided Therapeutics Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(5), (a)(6), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 4 contracts
Samples: Common Stock Purchase Agreement (LandStar, Inc.), Common Stock Purchase Agreement (Pure Bioscience, Inc.), Common Stock Purchase Agreement (Pure Bioscience)
Purchaser Status. At the time such the Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, Warrants or converts any Notes it will be either: (i) an “"accredited investor” " as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “"qualified institutional buyer” " as defined in Rule 144A(a) under the Securities Act. Such The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Global Axcess Corp), Securities Purchase Agreement (Liska Biometry Inc), Securities Purchase Agreement (Global Axcess Corp)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, Warrants it will be either: (i) an “"accredited investor” " as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) 501 under the Securities Act or (ii) a “"qualified institutional buyer” " as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Diomed Holdings Inc), Warrants Purchase Agreement (Tarrant Apparel Group), Warrants Purchase Agreement (Tarrant Apparel Group)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any WarrantsWarrants or converts any Debentures, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Epicept Corp), Securities Purchase Agreement (Statmon Technologies Corp), Securities Purchase Agreement (Epicept Corp)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, , and on each date on which it exercises converts any Warrantsshares of Preferred Stock, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Andalay Solar, Inc.), Securities Purchase Agreement (Andalay Solar, Inc.), Securities Purchase Agreement (Andalay Solar, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any WarrantsWarrants for cash, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 3 contracts
Samples: Note and Warrant Purchase Agreement (Marina Biotech, Inc.), Securities Purchase Agreement (MDRNA, Inc.), Note and Warrant Purchase Agreement (MDRNA, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on the Closing Date and on each date on which it exercises any Warrants, Warrants it will be either: (i) an “"accredited investor” " as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “"qualified institutional buyer” " as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Fuel Performance Solutions, Inc.), Securities Purchase Agreement (World Waste Technologies Inc), Securities Purchase Agreement (World Waste Technologies Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises converts any Warrantsshares of Preferred Stock, it will be either: (i) an “"accredited investor” " as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “"qualified institutional buyer” " as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Intergroup Corp), Securities Purchase Agreement (Santa Fe Financial Corp), Securities Purchase Agreement (Portsmouth Square Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it is exercises any Warrants, Warrants it will be be, either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(5), (a)(6), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Pure Bioscience, Inc.), Securities Purchase Agreement (Pure Bioscience, Inc.), Securities Purchase Agreement (Pure Bioscience, Inc.)
Purchaser Status. At the time such Purchaser was offered the SecuritiesDebentures, it was, and as of at the date hereof it is, and on each date on which it exercises converts any Warrants, Debentures it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 3 contracts
Samples: Debenture Purchase Agreement (Luxeyard, Inc.), Debenture Purchase Agreement (Cytosorbents Corp), Debenture Purchase Agreement (BeesFree, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it converts any Debentures or exercises any Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Advanced Cell Technology, Inc.), Securities Purchase Agreement (Advanced Cell Technology, Inc.), Securities Purchase Agreement (Advanced Cell Technology, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a144A9a) under the Securities Act. Such Purchaser purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Celsion CORP), Securities Purchase Agreement (Celsion CORP), Securities Purchase Agreement (Celsion CORP)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange ActAct and such Purchaser is not a broker-dealer, nor an affiliate of a broker-dealer.
Appears in 3 contracts
Samples: Securities Purchase Agreement (MetaStat, Inc.), Securities Purchase Agreement (MetaStat, Inc.), Securities Purchase Agreement (Photovoltaic Solar Cells, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(5), (a)(6), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Z Trim Holdings, Inc), Securities Purchase Agreement (Z Trim Holdings, Inc), Securities Purchase Agreement (Z Trim Holdings, Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises the Warrant or converts any Warrantsof the Purchased Shares, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8501(a) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 3 contracts
Samples: Securities Purchase Agreement (AMERICAN POWER GROUP Corp), Securities Purchase Agreement (AMERICAN POWER GROUP Corp), Securities Purchase Agreement (AMERICAN POWER GROUP Corp)
Purchaser Status. At the time such the Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises converts any Warrants, Debentures it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Advaxis, Inc.), Securities Purchase Agreement (Pladeo Corp.), Securities Purchase Agreement (Pressure Biosciences Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, Warrants it will be be, either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act. Such Purchaser has a substantive, pre-existing relationship with the Company and/or the Placement Agent.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Interpace Diagnostics Group, Inc.), Securities Purchase Agreement (Interpace Diagnostics Group, Inc.), Securities Purchase Agreement (Interpace Diagnostics Group, Inc.)
Purchaser Status. At the time such the Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises converts any Warrants, Debentures it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Neogenomics Inc), Securities Purchase Agreement (InspireMD, Inc.), Securities Purchase Agreement (InspireMD, Inc.)
Purchaser Status. At the time such the Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 3 contracts
Samples: Strategic Alliance Agreement (Elite Pharmaceuticals Inc /De/), Securities Purchase Agreement (Home School, Inc.), Security Purchase Agreement (Regi U S Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be a registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Rexahn Pharmaceuticals, Inc.), Securities Purchase Agreement (Rexahn Pharmaceuticals, Inc.), Securities Purchase Agreement (Rexahn Pharmaceuticals, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, Warrants or converts any Notes it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Axis Technologies Group Inc), Securities Purchase Agreement (Vistula Communications Services, Inc.), Securities Purchase Agreement (Blue Holdings, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, Warrants or converts any Preferred Stock it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Answers CORP), Securities Purchase Agreement (Etelos, Inc.)
Purchaser Status. At the time such Purchaser the undersigned was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, the Warrant it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser The undersigned is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Common Stock Purchase Warrant (Phototron Holdings, Inc.), Common Stock Purchase Warrant (Phototron Holdings, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, Warrants or converts any Common Stock it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement, Securities Purchase Agreement (United States Antimony Corp)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it converts any Preferred Stock or exercises any Warrants, Warrants it will be either: (i) an “"accredited investor” " as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “"qualified institutional buyer” " as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Knockout Holdings, Inc.), Securities Purchase Agreement (Knockout Holdings, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises converts any Warrants, Notes it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Except as set forth on Schedule 3.2(d), such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Master Exchange Agreement (FP Technology, Inc.), Master Exchange Agreement (FP Technology, Inc.)
Purchaser Status. At the time such the Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, it will be be, either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (NewCardio, Inc.), Securities Purchase Agreement (NewCardio, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, Warrants it will be either: (i) an “"accredited investor” " as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “"qualified institutional buyer” " as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Intrac Inc), Securities Purchase Agreement (Us Dataworks Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises Exchanges any Warrants, Debentures it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Ustelematics Inc), Securities Purchase Agreement (Ustelematics Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Investor Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Java Detour Inc.), Securities Purchase Agreement (Java Detour Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.. A copy of the definition of those terms is attached as Exhibit G.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Exabyte Corp /De/), Securities Purchase Agreement (Meritage Private Equity Fund Lp)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any WarrantsWarrants for cash, it will be either: (i) an “"accredited investor” " as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “"qualified institutional buyer” " as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Cel Sci Corp), Securities Purchase Agreement (Cel Sci Corp)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, it will be either: (i) an “"accredited investor” " as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “"qualified institutional buyer” " as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Corvu Corp), Securities Purchase Agreement (It&e International Group)
Purchaser Status. At the time such the Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, it will be either: (i) an “"accredited investor” " as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “"qualified institutional buyer” " as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Easy Energy Inc), Securities Purchase Agreement (Easy Energy Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, Warrants or converts any Debentures it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not a “broker” or “dealer” as those terms are defined in the Exchange Act not is it required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Ads in Motion, Inc.), Securities Purchase Agreement (Ads in Motion, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises converts any Warrants, Debentures it will be either: (i) an “"accredited investor” " as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “"qualified institutional buyer” " as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Exchange Agreement (Telanetix,Inc), Securities Purchase Agreement (Consolidated Energy Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrantsthe Closing Date, it will be either: (i) an “"accredited investor” " as defined in Rule 501(a)(1501(a)(I), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act ("Accredited Investor") or (ii) a “"qualified institutional buyer” " as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (mCig, Inc.), Securities Purchase Agreement (mCig, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, Series C Warrants or converts any Notes it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (NXT Nutritionals Holdings, Inc.), Securities Purchase Agreement (NXT Nutritionals Holdings, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.. (d)
Appears in 2 contracts
Samples: Securities Purchase Agreement (Wizzard Software Corp /Co), Securities Purchase Agreement (Wizzard Software Corp /Co)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any WarrantsWarrants or converts any Debentures, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Global National Communications Corp.), Securities Purchase Agreement (Hartville Group Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on the Closing Date and each date on which it exercises any Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Ecotality, Inc.), Securities Purchase Agreement (Ecotality, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any the Warrants, it will be either: be, either (i) an “accredited investor” a "qualified institutional buyer" as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) 144A under the Securities Act or (ii) a “qualified an institutional buyer” "accredited investor" as defined in Rule 144A(a501(a) under the Securities Act. Such Purchaser has not been formed solely for the purpose of acquiring the Securities. Such Purchaser is not required to be a registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Peregrine Pharmaceuticals Inc), Securities Purchase Agreement (Peregrine Pharmaceuticals Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any WarrantsWarrants or Additional Investment Rights, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Implant Sciences Corp), Securities Purchase Agreement (Implant Sciences Corp)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, Warrants or converts any Debentures it will be either: (i) an “"accredited investor” " as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “"qualified institutional buyer” " as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Wifimed Holdings Company, Inc.), Securities Purchase Agreement (ABC Funding, Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, Warrants or converts any Notes it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not a “broker” or “dealer” as those terms are defined in the Exchange Act not is it required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Ads in Motion, Inc.), Securities Purchase Agreement (Ads in Motion, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises converts any Warrants, shares of Preferred Stock it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Adventrx Pharmaceuticals Inc), Securities Purchase Agreement (Generex Biotechnology Corp)
Purchaser Status. At the time such each Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, Warrants it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is The Purchasers are not required to be registered as a broker-dealer dealers under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Lu Pingji), Securities Purchase Agreement (China Housing & Land Development, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7501(a) or (a)(8) of Regulation D promulgated under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Akari Therapeutics PLC), Securities Purchase Agreement (Akari Therapeutics PLC)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act. Such Purchaser has a substantive, pre-existing relationship with the Company and/or the Placement Agent.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Applied Dna Sciences Inc), Securities Purchase Agreement (Applied Dna Sciences Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act; provided that this warranty shall not apply to the Placement Agent if the Placement Agent is a Purchaser.
Appears in 2 contracts
Samples: Securities Purchase Agreement (ONCOSEC MEDICAL Inc), Securities Purchase Agreement (ONCOSEC MEDICAL Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, Warrants for cash it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under of the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under of the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act. Such Purchaser is not, and is not an affiliate of, any of the Company’s investors set forth on Schedule 3.2(c) attached to this Agreement.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Cell Therapeutics Inc), Securities Purchase Agreement (Cell Therapeutics Inc)
Purchaser Status. At the time such the Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, Warrants it will be either: (i) an “"accredited investor” " as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “"qualified institutional buyer” " as defined in Rule 144A(a) under the Securities Act. Such The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (China Biopharmaceuticals Holdings Inc), Securities Purchase Agreement (China Biopharmaceuticals Holdings Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof and on the Closing Date it is, and on each date on which it exercises any Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Sequenom Inc), Securities Purchase Agreement (Sequenom Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on the Closing Date and on each date on which it exercises any Warrants, Warrants for cash it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 1 contract
Samples: Securities Purchase Agreement (Adventrx Pharmaceuticals Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises or converts any Warrants, Debentures it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 1 contract
Purchaser Status. At the time such the Purchaser was offered the SecuritiesNotes, it was, and as of the date hereof it is, and on each date on which it exercises converts any Warrants, Notes it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 1 contract
Samples: Securities Purchase Agreement (Immune Pharmaceuticals Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, Warrants or converts any shares of Preferred Stock it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act Act; or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 1 contract
Samples: Securities Purchase Agreement (Guided Therapeutics Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, Warrants or converts any Debentures it will be either: (i) an “accredited investor” as defined in 21 Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 1 contract
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, the Warrant or converts the Debenture it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 1 contract
Purchaser Status. At the time such the Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises converts any Warrants, Securities it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Odyssey Group International, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any WarrantsAdditional Investment Rights, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 1 contract
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, it will be either: (i) an “"accredited investor” " as defined in Rule 501(a)(1501(a)(l), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “"qualified institutional buyer” " as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 1 contract
Samples: Securities Purchase Agreement (Mines Management Inc)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, Warrants or exchanges any Preferred Stock it will be either: (i) an “"accredited investor” " as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “"qualified institutional buyer” " as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 1 contract
Samples: Securities Purchase Agreement (Diomed Holdings Inc)
Purchaser Status. At the time such the Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Series K Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a144A9a) under the Securities Act. Such The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 1 contract
Samples: Nform of Securities Purchase Agreement (DropCar, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises converts any Warrants, Series A Preferred Stock it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act Act; or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 1 contract
Samples: Securities Purchase Agreement (NXT Nutritionals Holdings, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises converts any Warrantsshares of Preferred Stock, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 1 contract
Samples: Securities Purchase Agreement (Comstock Mining Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, Warrants or converts any SCN it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 1 contract
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional 12 buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 1 contract
Samples: Securities Purchase Agreement (Crestview Capital Master LLC)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, Warrants or converts any Note it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 1 contract
Samples: Securities Purchase Agreement (International Stem Cell CORP)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, Warrants it will be either: (i) an “"accredited investor” " as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “"qualified institutional buyer” " as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 1 contract
Samples: Securities Purchase Agreement (Knockout Holdings, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, Warrants it is or will be on such date of exercise, either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 1 contract
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, it will be either: ; (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 1 contract
Samples: Securities Purchase Agreement (Surge Global Energy, Inc.)
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of at the date hereof it is, and on each date on which it exercises any Warrants, Warrant it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(5), (a)(6), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 1 contract
Purchaser Status. At the time such Purchaser was offered the Securities, it was, and as of the date hereof it is, and on each date on which it exercises any Warrants, Warrants for cash it will be either: (i) an “accredited investor” as defined in Rule 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.
Appears in 1 contract
Samples: Securities Purchase Agreement (Cell Therapeutics Inc)
