Common use of Securities Law Exemption Clause in Contracts

Securities Law Exemption. Assuming the truth and accuracy of each Investor’s representations set forth in this Agreement, the offer, sale and issuance of the Securities as contemplated by this Agreement are exempt from the registration requirements of the Securities Act and applicable state securities laws, and neither the Company nor any authorized agent acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Callisto Pharmaceuticals Inc), Securities Purchase Agreement (Fermavir Pharmaceuticals, Inc.), Securities Purchase Agreement (Xenomics Inc)

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Securities Law Exemption. Assuming the truth and accuracy of each Investor’s 's representations set forth in this Agreement, the offer, sale and issuance of the Securities Shares and Warrants as contemplated by this Agreement are exempt from the registration requirements of the Securities Act and applicable state securities laws, and neither the Company nor any authorized agent acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.

Appears in 3 contracts

Samples: Common Stock and Warrant Purchase Agreement (Axonyx Inc), Common Stock and Warrant Purchase Agreement (United Energy Corp /Nv/), Common Stock and Warrant Purchase Agreement (United Energy Corp /Nv/)

Securities Law Exemption. Assuming the truth and accuracy of each Investor’s representations set forth in this Agreement, the offer, sale and issuance of the Securities Shares and Warrants as contemplated by this Agreement are exempt from the registration requirements of the Securities Act and applicable state securities laws, and neither the Company nor any authorized agent acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.

Appears in 3 contracts

Samples: Common Stock and Warrant Purchase Agreement (Axonyx Inc), Common Stock and Warrant Purchase Agreement (Axonyx Inc), Common Stock and Warrant Purchase Agreement (United Energy Corp /Nv/)

Securities Law Exemption. Assuming the truth and accuracy of each Investor’s representations set forth in this Agreement, the offer, sale and issuance of the Securities Shares as contemplated by this Agreement are exempt from the registration requirements of the Securities Act and applicable state securities laws, and neither the Company nor any authorized agent acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Callisto Pharmaceuticals Inc), Securities Purchase Agreement (Tao Minerals Ltd.)

Securities Law Exemption. Assuming the truth and accuracy of each Investor’s 's representations set forth in this Agreementherein, the offer, sale and issuance of the Securities as contemplated by this Agreement are exempt from the registration requirements of the Securities Act and applicable state securities laws, and neither the Company nor any authorized agent acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.

Appears in 2 contracts

Samples: Common Stock and Warrant Purchase Agreement (KFX Inc), Common Stock and Warrant Purchase Agreement (KFX Inc)

Securities Law Exemption. Assuming the truth and accuracy of each Investor’s 's representations set forth in this Agreement, the offer, sale and issuance of the Securities Shares as contemplated by this Agreement are exempt from the registration requirements of the Securities Act and applicable state securities laws, and neither the Company nor any authorized agent acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Callisto Pharmaceuticals Inc), Common Stock Purchase Agreement (Callisto Pharmaceuticals Inc)

Securities Law Exemption. Assuming the truth and accuracy of each Investor’s 's representations set forth in this Agreement, the offer, sale and issuance of the Securities Shares as contemplated by this Agreement are exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act") and applicable state securities laws, and neither the Company nor any authorized agent acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.

Appears in 1 contract

Samples: Common Stock Subscription Agreement (Axonyx Inc)

Securities Law Exemption. Assuming the truth and accuracy of each Investorthe Subscriber’s representations set forth in this Agreementrepresentations, the offer, sale and issuance of the Securities as contemplated by this Agreement are exempt from the registration requirements of the Securities Act and applicable state securities laws, and neither the Company nor any authorized agent acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.

Appears in 1 contract

Samples: Subscription Agreement (Moneylogix Group Inc.)

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Securities Law Exemption. Assuming the truth and accuracy of each Investorinvestor’s representations set forth in this Agreementthe Offering Documents and compliance by the Placement Agent with its obligations hereunder, the offer, sale and issuance of the Securities Shares as contemplated by this Agreement and the Offering Documents are exempt from the registration requirements of the Securities Act and applicable state securities laws, and neither the Company nor any authorized agent acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.

Appears in 1 contract

Samples: Placement Agency Agreement (Pyxis Tankers Inc.)

Securities Law Exemption. Assuming the truth and accuracy of each Investor’s representations set forth in this Agreement, the The offer, sale and issuance of the ------------------------ Securities as contemplated by this Agreement are exempt from the registration requirements of the Securities Act and applicable state securities laws, and neither the Company nor any authorized agent acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.

Appears in 1 contract

Samples: Rights Agreement (KFX Inc)

Securities Law Exemption. Assuming the truth and accuracy of each Investor’s representations set forth in this Agreement, the offer, sale and issuance of the Securities Shares as contemplated by this Agreement are exempt from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”) and applicable state securities laws, and neither the Company nor any authorized agent acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.

Appears in 1 contract

Samples: Common Stock Subscription Agreement (Axonyx Inc)

Securities Law Exemption. Assuming the truth and accuracy of each Investor’s representations set forth in this Agreement, the The offer, sale and issuance of the Securities Shares as contemplated by this Agreement are exempt from the registration requirements of the Securities Act and applicable state securities laws, and neither the Company nor any authorized agent acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.

Appears in 1 contract

Samples: Stock Purchase Agreement (Morgan Stanley Dean Witter & Co)

Securities Law Exemption. Assuming the truth and accuracy of each Investorinvestor’s representations set forth in this Agreementthe Offering Documents and compliance by the Placement Agent with its obligations hereunder, the offer, sale and issuance of the Securities as contemplated by this Agreement and the Offering Documents are exempt from the registration requirements of the Securities Act and applicable state securities laws, and neither the Company nor any authorized agent acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.

Appears in 1 contract

Samples: Placement Agency Agreement (Akers Biosciences Inc)

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