Common use of Regulation S Exemption Clause in Contracts

Regulation S Exemption. The Subscriber understands that the Subscriber’s Shares are being offered and sold to him, her or it in reliance on an exemption from the registration requirements of United States federal and state securities laws under Regulation S promulgated under the Securities Act and that the Company is relying upon the truth and accuracy of the representations, warranties, agreements, acknowledgments and understandings of the Subscriber set forth herein in order to determine the applicability of such exemptions and the suitability of the Subscriber to acquire the Subscriber’s Shares. In this regard, the Subscriber represents, warrants and agrees that:

Appears in 7 contracts

Samples: Subscription Agreement (Li Xiaoping), Subscription Agreement (Datasea Inc.), Subscription Agreement (Datasea Inc.)

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Regulation S Exemption. (a) The Subscriber understands that the Subscriber’s Shares Securities are being offered and sold to him, her or it in reliance on an exemption from the registration requirements of United States federal and state securities laws under Regulation S promulgated under the Securities Act and that the Company is relying upon the truth and accuracy of the representations, warranties, agreements, acknowledgments and understandings of the Subscriber set forth herein in order to determine the applicability of such exemptions and the suitability of the Subscriber Investor to acquire the Subscriber’s SharesSecurities. In this regard, the Subscriber represents, warrants and agrees that:

Appears in 4 contracts

Samples: Subscription Agreement (Event Cardio Group Inc.), Subscription Agreement (Event Cardio Group Inc.), Subscription Agreement (Event Cardio Group Inc.)

Regulation S Exemption. The Subscriber understands that the Subscriber’s Shares are being offered and sold to him, her or it in reliance on an exemption from the registration requirements of United States federal and state securities laws under Regulation S promulgated under the Securities Act and that the Company is relying upon the truth and accuracy of the representations, warranties, agreements, acknowledgments and understandings of the Subscriber set forth herein in order to determine the applicability of such exemptions and the suitability of the Subscriber to acquire the Subscriber’s Shares. In this regard, the Subscriber represents, warrants and agrees that:

Appears in 2 contracts

Samples: Subscription Agreement (Bohai Pharmaceuticals Group, Inc.), Subscription Agreement (China Xingbang Industry Group Inc.)

Regulation S Exemption. The Subscriber understands that the Subscriber’s Shares Securities are being offered and sold to him, her or it in reliance on an exemption from the registration requirements of United States federal and state securities laws under Regulation S promulgated under the Securities Act and that the Company is relying upon the truth and accuracy of the representations, warranties, agreements, acknowledgments and understandings of the Subscriber set forth herein in order to determine the applicability of such exemptions and the suitability of the Subscriber Investor to acquire the Subscriber’s SharesSecurities. In this regard, the Subscriber represents, warrants and agrees that:

Appears in 1 contract

Samples: Subscription Agreement (Event Cardio Group Inc.)

Regulation S Exemption. The If the Subscriber is not a U.S. Person, the Subscriber understands that that the Subscriber’s Purchased Shares are being offered and sold to him, her or it him in reliance on an exemption from the registration requirements of United States federal and the state securities laws under Regulation S promulgated under the Securities Act Act, and that the Company Corporation is relying upon the truth and accuracy of the representations, warranties, agreements, acknowledgments acknowledgments, and understandings of the Subscriber set forth herein in order to determine the applicability of such exemptions and the suitability of the Subscriber to acquire the Subscriber’s Purchased Shares. In this regard, the Subscriber represents, represents and warrants and agrees that:

Appears in 1 contract

Samples: Series a Preferred Stock Subscription Agreement (Neonode, Inc)

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Regulation S Exemption. The Subscriber understands that the Subscriber’s Shares are being offered and sold to him, her or it in reliance on an exemption from the registration requirements of United States federal and state securities laws under Regulation S promulgated under the Securities Act and that the Company is relying upon the truth and accuracy of the representations, warranties, agreements, acknowledgments and understandings of the Subscriber set forth herein in order to determine the applicability of such exemptions and the suitability of the Subscriber to acquire the Subscriber’s Sharesexemptions. In this regard, the Subscriber represents, warrants and agrees that:

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Air Industries Group)

Regulation S Exemption. The Subscriber understands that the Subscriber’s Shares Securities are being offered and sold to him, her or it in reliance on an exemption from the registration requirements of United States federal and state securities laws under Regulation S promulgated under the Securities Act and that the Company is relying upon the truth and accuracy of the representations, warranties, agreements, acknowledgments and understandings of the Subscriber Investor set forth herein in order to determine the applicability of such exemptions and the suitability of the Subscriber Investor to acquire the Subscriber’s SharesSecurities. In this regard, the Subscriber represents, warrants and agrees that:

Appears in 1 contract

Samples: Regulation S Subscription Agreement and Investment Representation (Clearview Acquisitions, Inc.)

Regulation S Exemption. The Subscriber understands that the Subscriber’s Shares are being offered and sold to him, her or it in reliance on an exemption from the registration requirements of United States federal and state securities laws under Regulation S promulgated under the Securities Act and that the Company is relying upon the truth and accuracy of the representations, warranties, agreements, acknowledgments and understandings of the Subscriber Investor set forth herein in order to determine the applicability of such exemptions and the suitability of the Subscriber Investor to acquire the Subscriber’s Shares. In this regard, the Subscriber specifically represents, warrants and agrees that:

Appears in 1 contract

Samples: Representation Agreement (Kou You Kai Ltd.)

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