Common use of Representations by the Undersigned Clause in Contracts

Representations by the Undersigned. The undersigned represents and ----------------------------------- warrants as follows: a. The undersigned is purchasing the Shares without being furnished any offering literature or prospectus; b. The undersigned recognizes that the Shares of Common Stock have not been registered under the Securities Act of 1933, as amended ("Act"), nor under the securities laws of any state and, therefore, cannot be resold unless resale of is registered under the Act or unless an exemption from registration is available; no public agency has passed upon the fairness of the terms of the offering; the undersigned may not sell the Shares without registering them under the Act and any applicable state securities laws unless exemptions from such registration requirements are available with respect to any such sale; c. The undersigned is acquiring the Shares for his own account for long-term investment and not with a view toward resale, fractionalization or division, or distribution thereof, and he does not presently have any reason to anticipate any change in his circumstances, financial or otherwise, or particular occasion or event which would necessitate or require his sale or distribution of the Shares. No one other than the undersigned has any beneficial interest in said securities; d. The undersigned acknowledges as follows: (i) I am an Accredited Investor because I meet one of the ----- following items:

Representations by the Undersigned. The undersigned represents and ----------------------------------- warrants as follows: a. The undersigned is purchasing the Shares without being furnished any offering literature or prospectus; b. The undersigned recognizes that the Shares of Common Stock have not been registered under the Securities Act of 1933, as amended ("Act"), nor under the securities laws of any state and, therefore, cannot be resold unless resale of is registered under the Act or unless an exemption from registration is available; no public agency has passed upon the fairness of the terms of the offering; the undersigned may not sell the Shares without registering them under the Act and any applicable state securities laws unless exemptions from such registration requirements are available with respect to any such sale; c. The undersigned is acquiring the Shares for his its own account for long-term investment and not with a view toward resale, fractionalization or division, or distribution thereof, and he it does not presently have any reason to anticipate any change in his circumstances, financial or otherwise, or particular occasion or event which would necessitate or require his its sale or distribution of the Shares. No one other than the undersigned has any beneficial interest in said securities; d. The undersigned acknowledges as follows: (i) I am an Accredited Investor because I meet one of the ----- ------ following items:

Representations by the Undersigned. The undersigned represents and ----------------------------------- warrants as follows: a. The undersigned is purchasing the Shares without being furnished any offering literature or prospectus; b. The undersigned recognizes that the Shares of Common Stock have not been registered under the Securities Act of 1933, as amended ("Act"), nor under the securities laws of any state and, therefore, cannot be resold unless resale of is registered under the Act or unless an exemption from registration is available; no public agency has passed upon the fairness of the terms of the offering; the undersigned may not sell the Shares without registering them under the Act and any applicable state securities laws unless exemptions from such registration requirements are available with respect to any such sale; c. The undersigned is acquiring the Shares for his her own account for long-term investment and not with a view toward resale, fractionalization or division, or distribution thereof, and he she does not presently have any reason to anticipate any change in his circumstances, financial or otherwise, or particular occasion or event which would necessitate or require his her sale or distribution of the Shares. No one other than the undersigned has any beneficial interest in said securities; d. The undersigned acknowledges as follows: (i) I am an Accredited Investor because I meet one of the ----- following items: