Reliance on Exemptions. Such Purchaser understands that the Securities being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 92 contracts
Samples: Securities Purchase Agreement (Cidara Therapeutics, Inc.), Securities Purchase Agreement (Oncocyte Corp), Securities Purchase Agreement (pSivida Corp.)
Reliance on Exemptions. Such The Purchaser understands that the Securities are being offered and sold to it in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such the Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such the Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such the Purchaser to acquire the Securities.
Appears in 65 contracts
Samples: Securities Purchase Agreement (Acadia Pharmaceuticals Inc), Securities Purchase Agreement (Memory Pharmaceuticals Corp), Securities Purchase Agreement (Columbia Laboratories Inc)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 43 contracts
Samples: Securities Purchase Agreement (Dianthus Therapeutics, Inc. /DE/), Securities Purchase Agreement (Transgenomic Inc), Securities Purchase Agreement (McCabe Greg)
Reliance on Exemptions. Such Purchaser understands that the Securities Shares being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the SecuritiesShares.
Appears in 29 contracts
Samples: Form of Securities Purchase Agreement (Wonder Auto Technology, Inc), Securities Purchase Agreement (International Fight League, Inc.), Securities Purchase Agreement (Solar Power, Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 25 contracts
Samples: Securities Purchase Agreement (VeruTEK Technologies, Inc.), Securities Purchase Agreement (Aastrom Biosciences Inc), Securities Purchase Agreement (Iridex Corp)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it such Purchaser in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 11 contracts
Samples: Securities Purchase Agreement (Security Devices International Inc.), Securities Purchase Agreement (True Drinks Holdings, Inc.), Securities Purchase Agreement (Wave Wireless Corp)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 11 contracts
Samples: Securities Purchase Agreement (Broadcast International Inc), Securities Purchase Agreement (Dais Analytic Corp), Securities Purchase Agreement (Isis Pharmaceuticals Inc)
Reliance on Exemptions. Such The Purchaser understands that the Securities are being offered and sold to it in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such the Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such the Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such the Purchaser to acquire the Securities.
Appears in 11 contracts
Samples: Securities Purchase Agreement (Vet Online Supply Inc), Securities Purchase Agreement (Hangover Joe's Holding Corp), Securities Purchase Agreement (Elite Data Services, Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securitiessuch securities.
Appears in 9 contracts
Samples: Securities Purchase Agreement (Pico Holdings Inc /New), Securities Purchase Agreement (Neurobiological Technologies Inc /Ca/), Securities Purchase Agreement (Pico Holdings Inc /New)
Reliance on Exemptions. Such Purchaser understands that the Securities Shares being offered and sold to it in reliance on specific exemptions from the registration requirements of United States U.S. federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the SecuritiesShares.
Appears in 9 contracts
Samples: Share Purchase Agreement (Ocwen Financial Corp), Securities Purchase Agreement (Citizens South Banking Corp), Securities Purchase Agreement (Codorus Valley Bancorp Inc)
Reliance on Exemptions. Such The Purchaser understands that the Securities are being offered and sold to it the Purchaser in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such the Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such the Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such the Purchaser to acquire the Securities.
Appears in 9 contracts
Samples: Note Purchase Agreement (Advanced Environmental Recycling Technologies Inc), Note Purchase Agreement (Advanced Environmental Recycling Technologies Inc), Securities Purchase Agreement (Remote Dynamics Inc)
Reliance on Exemptions. Such Purchaser understands that the Securities Shares and Warrants being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the SecuritiesShares and Warrants.
Appears in 9 contracts
Samples: Securities Purchase Agreement (Helicos Biosciences Corp), Securities Purchase Agreement (Cytori Therapeutics, Inc.), Securities Purchase Agreement (Helicos Biosciences Corp)
Reliance on Exemptions. Such The Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 8 contracts
Samples: Securities Purchase Agreement (CONTRAFECT Corp), Securities Purchase Agreement (Mri Interventions, Inc.), Securities Purchase Agreement (Mri Interventions, Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities Preferred Shares being offered and sold to it in reliance on specific exemptions from the registration requirements of United States U.S. federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the SecuritiesPreferred Shares.
Appears in 8 contracts
Samples: Securities Purchase Agreement (Citizens Community Bancorp Inc.), Securities Purchase Agreement (Heritage Oaks Bancorp), Securities Purchase Agreement (First Bancshares Inc /MS/)
Reliance on Exemptions. Such Purchaser understands that the Securities being offered and sold to it in reliance on specific exemptions from the registration requirements of United States U.S. federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 7 contracts
Samples: Securities Purchase Agreement (Root9B Technologies, Inc.), Securities Purchase Agreement (Ecb Bancorp Inc), Securities Purchase Agreement (Ecb Bancorp Inc)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it such Purchaser in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws laws, and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 7 contracts
Samples: Securities Purchase Agreement (Imageware Systems Inc), Securities Purchase Agreement (Imageware Systems Inc), Securities Purchase Agreement (True Drinks Holdings, Inc.)
Reliance on Exemptions. Such Each Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 7 contracts
Samples: Securities Purchase Agreement (Precipio, Inc.), Securities Purchase Agreement, Securities Purchase Agreement (Precipio, Inc.)
Reliance on Exemptions. Such Purchaser understands that the ---------------------- Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements warranties and understandings agreements of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securitiessuch securities.
Appears in 7 contracts
Samples: Purchase Agreement (Divine Interventures Inc), Purchase Agreement (Divine Interventures Inc), Purchase Agreement (Divine Interventures Inc)
Reliance on Exemptions. Such The Purchaser understands that the Securities Sale is being offered and sold to it made in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such the Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such the Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such the Purchaser to complete the Sale and to acquire the Securities.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Sorrento Therapeutics, Inc.), Securities Purchase Agreement (Sorrento Therapeutics, Inc.), Securities Purchase Agreement (Sorrento Therapeutics, Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities Shares are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the SecuritiesShares.
Appears in 6 contracts
Samples: Subscription Agreement (Signal Genetics, Inc.), Securities Purchase Agreement (Hudson Executive Capital LP), Share Purchase Agreement (Capricor Therapeutics, Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities Notes being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is Borrowers are relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the SecuritiesNotes.
Appears in 6 contracts
Samples: Senior Secured Note Purchase Agreement, Senior Secured Note Purchase Agreement (TILT Holdings Inc.), Senior Secured Note Purchase Agreement (TILT Holdings Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of the United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 6 contracts
Samples: Securities Purchase Agreement (GTC Biotherapeutics Inc), Securities Exchange Agreement (Cambex Corp), Securities Exchange Agreement (Cambex Corp)
Reliance on Exemptions. Such The Purchaser understands that the Securities are being offered and sold to it in reliance on upon specific exemptions from or non-application of the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such the Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such the Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such the Purchaser to acquire the Securities.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Amarin Corp Plc\uk), Securities Purchase Agreement (Amarin Corp Plc\uk), Securities Purchase Agreement (NRG Energy, Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such the Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such the Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such the Purchaser to acquire the Securities.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Oragenics Inc), Securities Purchase Agreement (Cortex Pharmaceuticals Inc/De/), Securities Purchase Agreement (Oragenics Inc)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it such Purchaser in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 5 contracts
Samples: Security Agreement (Security Devices International Inc.), Security Agreement, Securities Purchase Agreement (Boston Life Sciences Inc /De)
Reliance on Exemptions. Such Purchaser understands that the Securities Shares are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States U.S. federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgements, and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the SecuritiesShares.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Central Federal Corp), Securities Purchase Agreement (Bancorp 34, Inc.), Stock Purchase Agreement (Riverview Financial Corp)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such the Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such the Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such the Purchaser to acquire the Securities.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Biohitech Global, Inc.), Securities Purchase Agreement (Axelerex Corp.), Securities Purchase Agreement (Biohitech Global, Inc.)
Reliance on Exemptions. Such The Purchaser understands that the Securities Preferred Stock and Warrants are being offered and sold to it such Purchaser in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company Seller is relying in part upon the truth and accuracy of, and such Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securitiessecurities.
Appears in 5 contracts
Samples: Preferred Stock and Warrant Purchase Agreement (Genetronics Biomedical Corp), Preferred Stock and Warrant Purchase Agreement (Transmeridian Exploration Inc), Preferred Stock and Warrant Purchase Agreement (Nexmed Inc)
Reliance on Exemptions. Such The Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such the Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such the Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such the Purchaser to acquire the Securities.
Appears in 5 contracts
Samples: Purchase Agreement (Supertel Hospitality Inc), Securities Purchase Agreement (T3 Motion, Inc.), Securities Purchase Agreement (Griffin Industrial Realty, Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities Shares are being offered and sold to it in reliance on specific exemptions from the registration requirements of the United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the SecuritiesShares.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Essex Corporation), Securities Purchase Agreement (Essex Corporation), Securities Purchase Agreement (Gef Optical Investment Co LLC)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of the United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such the Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 5 contracts
Samples: Securities Purchase Agreement (SANUWAVE Health, Inc.), Securities Purchase Agreement (SANUWAVE Health, Inc.), Securities Purchase Agreement (SANUWAVE Health, Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities Shares and Warrants are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the SecuritiesCommon Stock and Warrants.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Avant Immunotherapeutics Inc), Securities Purchase Agreement (Vion Pharmaceuticals Inc), Securities Purchase Agreement (Scolr Inc)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it Purchaser in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 4 contracts
Samples: Note and Warrant Purchase Agreement (Nexxus Lighting, Inc.), Preferred Stock and Warrant Purchase Agreement (Nexxus Lighting, Inc.), Note and Warrant Purchase Agreement (Nexxus Lighting, Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Telkonet Inc), Securities Purchase Agreement (Telkonet Inc), Notes and Warrants Purchase Agreement (Chinacast Education Corp)
Reliance on Exemptions. Such Purchaser understands that the Securities Preferred Shares and Warrants are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the SecuritiesPreferred Shares and Warrants.
Appears in 4 contracts
Samples: Preferred Stock and Warrant Purchase Agreement (Access Pharmaceuticals Inc), Preferred Stock and Warrant Purchase Agreement (Access Pharmaceuticals Inc), Preferred Stock and Warrant Purchase Agreement (Access Pharmaceuticals Inc)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements acknowledgments, and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securitiessuch securities.
Appears in 4 contracts
Samples: Bridge Note Purchase Agreement (Cambex Corp), Bridge Note Purchase and Security Agreement (Tracker Corp of America), Bridge Note Purchase and Security Agreement (Compositech LTD)
Reliance on Exemptions. Such Purchaser understands that the Securities Shares are being offered and sold to it in reliance on specific exemptions from the registration requirements of the United States federal and state securities laws and that the Company is relying in part upon on the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the SecuritiesShares.
Appears in 4 contracts
Samples: Securities Purchase Agreement (World Surveillance Group Inc.), Securities Purchase Agreement (World Surveillance Group Inc.), Securities Purchase Agreement (World Surveillance Group Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities are ---------------------- being offered and sold to it Purchaser in reliance on upon specific exemptions from the registration requirements of the United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Saflink Corp), Securities Purchase Agreement (Saflink Corp), Securities Purchase Agreement (Saflink Corp)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of the United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 4 contracts
Samples: Series C Preferred Stock Purchase Agreement (SANUWAVE Health, Inc.), Series D Preferred Stock Purchase Agreement (SANUWAVE Health, Inc.), Securities Purchase Agreement (SANUWAVE Health, Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it them in reliance on upon specific exemptions from or non-application of the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 4 contracts
Samples: Securities Purchase Agreement (International Isotopes Inc), Securities Purchase Agreement (International Isotopes Inc), Securities Purchase Agreement (International Isotopes Inc)
Reliance on Exemptions. Such Purchaser understands that the Securities being offered and sold to it in reliance on specific exemptions from the registration requirements of United States U.S. federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the SecuritiesPreferred Shares.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Yadkin Valley Financial Corp), Securities Purchase Agreement (BNC Bancorp), Securities Purchase Agreement (Oriental Financial Group Inc)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in the Transaction Documents and the Investor Questionnaire in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Jaguar Health, Inc.), Securities Purchase Agreement (Jaguar Health, Inc.), Securities Purchase Agreement (Jaguar Health, Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such the Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such the Purchaser to acquire the Securities.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Ideal Power Inc.), Security Agreement (Ideal Power Inc.), Securities Purchase Agreement (Ideal Power Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities Shares and Warrants are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the SecuritiesCommon Stock and Warrants.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Pro Pharmaceuticals Inc), Securities Purchase Agreement (Pro Pharmaceuticals Inc), Securities Purchase Agreement (Pro Pharmaceuticals Inc)
Reliance on Exemptions. Such The Purchaser understands that the Securities ---------------------- are being offered and sold to it the Purchaser in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such the Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such the Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such the Purchaser to acquire the Securities.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Open Market Inc), Securities Purchase Agreement (Open Market Inc), Note Purchase Agreement (Advanced Environmental Recycling Technologies Inc)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s the Purchasers’ compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser the Purchasers set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser the Purchasers to acquire the Securities.
Appears in 4 contracts
Samples: Securities Purchase Agreement (COPsync, Inc.), Securities Purchase Agreement (Mantra Venture Group Ltd.), Securities Purchase Agreement (Dyadic International Inc)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it them in reliance on upon specific exemptions from or non-application of the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 4 contracts
Samples: Securities Purchase Agreement (HyperSpace Communications, Inc.), Securities Purchase Agreement (HyperSpace Communications, Inc.), Securities Purchase Agreement (International Isotopes Inc)
Reliance on Exemptions. Such Purchaser understands that the Securities Shares are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States U.S. federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the SecuritiesShares.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Fidelity Southern Corp), Securities Purchase Agreement (First Mid Illinois Bancshares Inc), Securities Purchase Agreement (Bay Banks of Virginia Inc)
Reliance on Exemptions. Such Purchaser understands that the Securities Preferred Stock and Warrants are being offered and sold to it Purchaser in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the SecuritiesCommon Shares and Warrants.
Appears in 3 contracts
Samples: Preferred Stock and Warrant Purchase Agreement (China Power Equipment, Inc.), Preferred Stock and Warrant Purchase Agreement (China Power Equipment, Inc.), Preferred Stock and Warrant Purchase Agreement (Biostar Pharmaceuticals, Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities being offered and sold to it in reliance on specific exemptions from the registration requirements of United States U.S. federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Giga Tronics Inc), Securities Purchase Agreement (Giga Tronics Inc), Securities Purchase Agreement (Giga Tronics Inc)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it such Purchaser in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securitieslaws.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Worldgate Communications Inc), Securities Purchase Agreement (Worldgate Communications Inc), Securities Purchase Agreement (Worldgate Communications Inc)
Reliance on Exemptions. Such The Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States U.S. federal and state securities laws Laws and that the Company is relying in part upon the truth and accuracy of, and such the Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements representations and understandings of such Purchaser warranties set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 3 contracts
Samples: Series B Preferred Stock Purchase Agreement (Alpine Group Inc /De/), Series B Preferred Stock Purchase Agreement (Wolverine Tube Inc), Series B Preferred Stock Purchase Agreement (Plainfield Special Situations Master Fund Ltd.)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such the Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein and in Exhibit A or Exhibit B, as applicable, in order to determine the availability of such exemptions and the eligibility of such the Purchaser to acquire the Securities.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Biohitech Global, Inc.), Securities Purchase Agreement (Biohitech Global, Inc.), Securities Purchase Agreement (Biohitech Global, Inc.)
Reliance on Exemptions. Such The Purchaser understands that the Securities are being offered and sold to it Purchaser in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such the Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements warranties and understandings agreements of such the Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such the Purchaser to acquire the Securities.
Appears in 3 contracts
Samples: Subscription Agreement (All American Food Group Inc), Subscription Agreement (All American Food Group Inc), Subscription Agreement (All American Food Group Inc)
Reliance on Exemptions. Such Purchaser understands that the Securities Units are being offered and sold to it such Purchaser in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Cenuco Inc), Securities Purchase Agreement (Cenuco Inc), Securities Purchase Agreement (Orchid Biosciences Inc)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and regulations and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 3 contracts
Samples: Investment Agreement (Seacoast Banking Corp of Florida), Investment Agreement (CapGen Capital Group III LP), Investment Agreement (Seacoast Banking Corp of Florida)
Reliance on Exemptions. Such Each Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such the Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such the Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such the Purchaser to acquire the Securities.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Alliance MMA, Inc.), Securities Purchase Agreement (Alliance MMA, Inc.), Securities Purchase Agreement (Alliance MMA, Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 3 contracts
Samples: Common Stock Purchase Agreement (Regulus Therapeutics Inc.), Common Stock Purchase Agreement (Bionano Genomics, Inc), Securities Purchase Agreement (DigitalPost Interactive, Inc.)
Reliance on Exemptions. Such The Purchaser understands that the Securities Preferred Stock and Warrants are being offered and sold to it such Purchaser in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company Seller is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securitiessecurities.
Appears in 3 contracts
Samples: Preferred Stock and Warrant Purchase Agreement (Boston Life Sciences Inc /De), Preferred Stock and Warrant Purchase Agreement (Avatech Solutions Inc), Preferred Stock and Warrant Purchase Agreement (Genetronics Biomedical Corp)
Reliance on Exemptions. Such Each Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Technoconcepts, Inc.), Securities Purchase Agreement (Technoconcepts, Inc.), Securities Purchase Agreement (Technoconcepts, Inc.)
Reliance on Exemptions. Such The Purchaser understands that the Securities are being offered and sold to it in reliance on upon specific exemptions from the registration requirements of United States federal Federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, of the representations and such Purchaser’s compliance with, warranties of the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such the Purchaser to acquire the Securities.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Liferate Systems Inc), Securities Purchase Agreement (Instant Video Technologies Inc), Securities Purchase Agreement (Valuestar Corp)
Reliance on Exemptions. Such Purchaser understands that the Securities Shares are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is Sellers are relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the SecuritiesShares.
Appears in 3 contracts
Samples: Purchase Agreement (Blackstone Holdings I L.P.), Purchase Agreement (Karfunkel George), Purchase Agreement (Marx Moses)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments, and understandings of such Purchaser set forth herein and in order the Subscription Agreement to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 3 contracts
Samples: Form of Securities Purchase Agreement (Know Labs, Inc.), Form of Securities Purchase Agreement (Know Labs, Inc.), Securities Purchase Agreement
Reliance on Exemptions. Such Purchaser understands that the Securities being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws Laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 3 contracts
Samples: Form of Securities Purchase Agreement (Viridian Therapeutics, Inc.\DE), Securities Purchase Agreement (Viridian Therapeutics, Inc.\DE), Securities Purchase Agreement (Shattuck Labs, Inc.)
Reliance on Exemptions. Such The Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of the United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such the Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such the Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such the Purchaser to acquire the Securities.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Clarient, Inc), Stock Purchase Agreement (Clarient, Inc), Secured Convertible Note Purchase Agreement (Medicine Man Technologies, Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities Shares are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the SecuritiesShares.
Appears in 3 contracts
Samples: Securities Purchase Agreement (National Holdings Corp), Securities Purchase Agreement (National Holdings Corp), Securities Purchase Agreement (National Holdings Corp)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it Purchaser in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the SecuritiesNotes and Warrants.
Appears in 2 contracts
Samples: Note and Warrant Purchase Agreement (Miravant Medical Technologies), Convertible Debt and Warrant Purchase Agreement (Miravant Medical Technologies)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of the applicable United States federal and state securities laws and that the Company is Companies are relying in part upon the truth and accuracy of, and such each Purchaser’s compliance with, the representations, warranties, agreementsacknowledgments, acknowledgements understandings, agreements and understandings covenants of such Purchaser Purchasers set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser Purchasers to acquire the Securities.
Appears in 2 contracts
Samples: Note Purchase Agreement (Small World Kids Inc), Note Purchase Agreement (Small World Kids Inc)
Reliance on Exemptions. Such The Purchaser understands that the Securities are being offered and sold to it in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such the Purchaser’s compliance with, the representations, warrantieswarrants, agreements, acknowledgements acknowledgments and understandings of such the Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such the Purchaser to acquire the Securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Digerati Technologies, Inc.), Securities Purchase Agreement (Digerati Technologies, Inc.)
Reliance on Exemptions. Such Each Purchaser understands that the Securities are being offered and sold to it in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Biotech Products Services & Research, Inc.), Securities Purchase Agreement (DSG Global Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States the federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements acknowledgments, and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securitiessuch securities.
Appears in 2 contracts
Samples: Convertible Note Purchase Agreement (American Millennium Corp Inc), Convertible Note Purchase Agreement (American Millennium Corp Inc)
Reliance on Exemptions. Such The Purchaser understands that the Transaction Securities are being offered and sold to it in reliance on upon specific exemptions from or non-application of the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such the Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such the Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such the Purchaser to acquire the Transaction Securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Neorx Corp), Securities Purchase Agreement (Bioject Medical Technologies Inc)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order as part of its determination as to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Tengion Inc), Subscription Agreement (Blue Star Foods Corp.)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securitiessuch securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Shenzhen City Qianhai Xinshi Education Management Co., Ltd.), Securities Purchase Agreement (uWink, Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (NeuroBo Pharmaceuticals, Inc.), Financing Agreement (Spine Pain Management, Inc)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it Purchaser in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws laws, and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Hall of Fame Resort & Entertainment Co), Securities Purchase Agreement (Hall of Fame Resort & Entertainment Co)
Reliance on Exemptions. Such The Purchaser understands that the Securities are being offered and sold to it the Purchaser in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such the Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such the Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such the Purchaser to acquire the Securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Remote Dynamics Inc), Note Purchase Agreement (Speedcom Wireless Corp)
Reliance on Exemptions. Such The Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such the Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings of such the Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such the Purchaser to acquire the Securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Twinlab Consolidated Holdings, Inc.), Securities Purchase Agreement (Mri Interventions, Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities Notes and Warrants are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the SecuritiesCommon Stock and Warrants.
Appears in 2 contracts
Samples: Convertible Note and Warrant Purchase Agreement (Access Pharmaceuticals Inc), Convertible Note and Warrant Purchase Agreement (Access Pharmaceuticals Inc)
Reliance on Exemptions. Such The Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States U.S. federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such the Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements representations and understandings of such Purchaser warranties set forth herein in order to determine the availability of such exemptions and the eligibility of such the Purchaser to acquire the Securities.
Appears in 2 contracts
Samples: Preferred Stock Purchase Agreement (Global BPO Services Corp), Preferred Stock Purchase Agreement (Wca Waste Corp)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States U.S. federal and state securities laws Laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements representations and understandings of such Purchaser warranties set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 2 contracts
Samples: Purchase Agreement (Westwood One Inc /De/), Purchase Agreement (Westwood One Inc /De/)
Reliance on Exemptions. Such Purchaser understands that the Securities being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (I-Level Media Group Inc), Securities Purchase Agreement (Miv Therapeutics Inc)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser Purchasers set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Meridian Waste Solutions, Inc.), Securities Purchase Agreement (Meridian Waste Solutions, Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in this Agreement in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 2 contracts
Samples: Purchase Agreement (Avax Technologies Inc), Purchase Agreement (Avax Technologies Inc)
Reliance on Exemptions. Such Initial Purchaser understands that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States U.S. federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Initial Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements representations and understandings of such Purchaser warranties set forth herein in order to determine the availability of such exemptions and the eligibility of such Initial Purchaser to acquire the Securities.
Appears in 2 contracts
Samples: Preferred Stock Purchase Agreement (Ares Corporate Opportunities Fund Lp), Preferred Stock Purchase Agreement (Hanger Orthopedic Group Inc)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, of the representations and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings warranties of such Purchaser set forth herein in this Section 2 in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (CTS Corp), Securities Purchase Agreement (Ramtron International Corp)
Reliance on Exemptions. Such The Purchaser understands that the Purchased ---------------------- Securities are being offered and sold to it the Purchaser in reliance on upon specific exemptions from the registration requirements of the United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, of the representations and such Purchaser’s compliance with, warranties of the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such the Purchaser to acquire the Securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Voxware Inc), Securities Purchase Agreement (Voxware Inc)
Reliance on Exemptions. Such Purchaser understands that the Securities Shares are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, of the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order as part of its determination as to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the SecuritiesShares.
Appears in 2 contracts
Samples: Subscription Agreement (EZRaider Co.), Subscription Agreement (EZRaider Co.)
Reliance on Exemptions. Such The Purchaser understands that the Securities are being offered and sold to it in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such the Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such the Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such the Purchaser to acquire the Securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (ARCA Biopharma, Inc.), Securities Purchase Agreement (ARCA Biopharma, Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it Purchaser in reliance on upon specific exemptions from the registration requirements of the United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Private Media Group Inc), Securities Purchase Agreement (Private Media Group Inc)
Reliance on Exemptions. Such Purchaser understands that the Securities Warrants and Warrant Shares are being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the SecuritiesWarrants.
Appears in 2 contracts
Samples: Securities Purchase Agreement (COPsync, Inc.), Securities Purchase Agreement (COPsync, Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it such Purchaser in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such each Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 2 contracts
Samples: Convertible Debenture (Miravant Medical Technologies), Convertible Debenture and Warrant Purchase Agreement (Miravant Medical Technologies)
Reliance on Exemptions. Such Purchaser understands that the Securities Shares are being offered and sold to it such Purchaser in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the SecuritiesShares.
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (Adept Technology Inc), Common Stock Purchase Agreement (Boston Life Sciences Inc /De)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such the Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein and in Exhibit A in order to determine the availability of such exemptions and the eligibility of such the Purchaser to acquire the Securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Workhorse Group Inc.), Securities Purchase Agreement (COPsync, Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it Purchaser in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s 's compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securitiesits Note.
Appears in 2 contracts
Samples: Note Purchase Agreement (China SLP Filtration Technology, Inc.), Note Purchase Agreement (Perpetual Technologies, Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities Sale is being offered and sold to it made in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to complete the Sale and to acquire the SecuritiesApplicable Note and the Applicable Warrant.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Sorrento Therapeutics, Inc.), Securities Purchase Agreement (Sorrento Therapeutics, Inc.)
Reliance on Exemptions. Such Purchaser understands The Purchasers understand that the Securities are being offered and sold to it the Purchasers in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s the Purchasers' compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser the Purchasers set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser the Purchasers to acquire the Securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Merlin Software Technologies International Inc), Securities Purchase Agreement (Inkine Pharmaceutical Co Inc)
Reliance on Exemptions. Such Purchaser understands that the Securities Shares are being offered and sold to it in reliance on upon specific exemptions from the registration requirements of United States federal and state securities laws Laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the SecuritiesCommon Stock offered hereunder.
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (NextDecade Corp.), Common Stock Purchase Agreement (Ninteenth Investment Co LLC)
Reliance on Exemptions. Such Purchaser understands and agrees that the Securities are being offered and sold to it in reliance on specific exemptions from the registration requirements of the United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements acknowledgments and understandings of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Medicor LTD), Note Purchase Agreement (Jed Oil Inc.)
Reliance on Exemptions. Such Purchaser understands that the Securities are being offered and sold to it Purchaser in reliance on upon specific exemptions from the registration requirements of the United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, of the representations and such Purchaser’s compliance with, the representations, warranties, agreements, acknowledgements and understandings warranties of such Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Purchaser to acquire the Securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Westell Technologies Inc), Securities Purchase Agreement (THCG Inc)
