Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Investor contained herein, the offer and issuance by the Company of the Exchanged Securities is exempt from registration under the Securities Act and all applicable state securities laws. The offer and issuance of the Exchanged Securities is exempt from registration under the Securities Act pursuant to the exemption provided by Section 3(a)(9) thereof.
Appears in 3 contracts
Samples: Exchange Agreement (Chanticleer Holdings, Inc.), Exchange Agreement (Chanticleer Holdings, Inc.), Exchange Agreement (Greenwood Hall, Inc.)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Investor contained herein, the offer and issuance by the Company of the New Exchanged Securities is exempt from registration under the Securities Act and all applicable state securities lawsAct. The offer and issuance of the New Exchanged Securities is exempt from registration under the Securities Act pursuant to the exemption provided by Section 3(a)(94(a)(2) thereof.
Appears in 2 contracts
Samples: And Exchange Agreement, Amendment and Exchange Agreement (Interpace Diagnostics Group, Inc.)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Investor Executive contained herein, the offer and issuance by the Company of the Exchanged Exchange Securities is are exempt from registration under the Securities Act and all applicable state securities laws. The offer and issuance of the Exchanged Exchange Securities is are exempt from registration under the Securities Act pursuant to the exemption provided by Section 3(a)(9) or other applicable exemption thereof.
Appears in 2 contracts
Samples: Exchange and Compensation Deferral Agreement (BlueNRGY Group LTD), Exchange and Compensation Deferral Agreement (BlueNRGY Group LTD)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Investor Shareholder contained herein, the offer and issuance by the Company of the Exchanged Securities Exchange Shares is exempt from registration under the Securities Act and all applicable state securities laws. The offer and issuance of the Exchanged Securities is exempt from registration under the Securities Act Act, pursuant to the exemption provided by Section 3(a)(9) thereof, and applicable state securities laws.
Appears in 2 contracts
Samples: Preferred Stock Exchange Agreement (Muliang Agritech, Inc.), Preferred Stock Exchange Agreement (Muliang Agritech, Inc.)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Investor Holder contained herein, the offer and issuance by the Company of the Exchanged Securities is exempt from registration under the Securities Act and all applicable state Canadian securities laws. The offer and issuance of the Exchanged Securities is exempt from registration under the Securities Act pursuant to the exemption provided by Section 3(a)(9) thereof.
Appears in 2 contracts
Samples: Exchange Agreement (eFuture Information Technology Inc.), Exchange Agreement (eFuture Information Technology Inc.)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Investor Noteholder contained herein, the offer and issuance by the Company of the Exchanged Exchange Securities is are exempt from registration under the Securities Act and all applicable state securities laws. The offer and issuance of the Exchanged Exchange Securities is are exempt from registration under the Securities Act pursuant to the exemption provided by Section 3(a)(9) or other applicable exemption thereof.
Appears in 1 contract
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Investor contained herein, the offer and issuance by the Company of the Exchanged Securities is exempt from registration under the Securities Act and all applicable state securities lawsAct. The offer and issuance of the Exchanged Securities is exempt from registration under the Securities Act pursuant to the exemption provided by Section 3(a)(94(a)(2) thereof.
Appears in 1 contract
Samples: Exchange Agreement (Interpace Diagnostics Group, Inc.)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Investor Holder contained herein, the offer and issuance by the Company Local of the Exchanged Securities Exchange Shares is exempt from registration under the Securities Act and all applicable state securities laws. The offer and issuance of the Exchanged Securities Exchange Shares is exempt from registration under the Securities Act pursuant to the exemption provided by Section 3(a)(9) thereofor Section 4(2) thereof or Regulation D thereunder, or another applicable exemption from registration under the Securities Act.
Appears in 1 contract
Samples: Exchange Agreement (LOCAL Corp)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Investor contained herein, the offer and issuance by the Company of the Exchanged Securities is exempt from registration under the Securities Act and all applicable state securities lawsAct. The offer and issuance of the Exchanged Securities is exempt from registration under the Securities Act pursuant to the exemption provided by Section 3(a)(9) thereof.
Appears in 1 contract
Samples: Warrant Exchange Agreement (Adeona Pharmaceuticals, Inc.)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Investor Noteholder contained herein, the offer and issuance by the Company of the Exchanged Exchange Securities is are exempt from registration under the Securities Act and all applicable state securities laws. The offer and issuance of the Exchanged Exchange Securities is are exempt from registration under the Securities Act pursuant to the exemption provided by Section 3(a)(9) ), Reg S or other applicable exemption thereof.
Appears in 1 contract
Samples: Exchange Agreement (CBD Energy LTD)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Investor contained herein, the offer and issuance by the Company of the Exchanged Securities Shares is exempt from registration under the Securities Act and all applicable state securities lawsAct. The offer and issuance of the Exchanged Securities Shares is exempt from registration under the Securities Act pursuant to the exemption provided by Section 3(a)(9) thereof.
Appears in 1 contract
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Investor contained herein, the offer and issuance by the Company of the Exchanged Securities Exchange Shares is exempt from registration under the Securities Act and all applicable state securities laws. The offer and issuance of the Exchanged Securities Exchange Shares is exempt from registration under the Securities Act pursuant to the exemption provided by Section 3(a)(9) thereof.
Appears in 1 contract
Samples: Exchange Agreement (Advaxis, Inc.)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Investor Holder contained herein, the offer and issuance by the Company of the Exchanged Securities is exempt from registration under the Securities Act and all applicable state securities laws. The offer and issuance of the Exchanged Securities is exempt from registration under the Securities Act Act, pursuant to the exemption provided by Section 3(a)(9) thereof, and applicable state securities laws.
Appears in 1 contract
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Investor contained herein, the offer and issuance by the Company of the Exchanged Securities Exchange Shares is exempt from registration under the Securities Act and all applicable state securities lawsAct. The offer and issuance of the Exchanged Securities is exempt from registration under the Securities Act pursuant to the exemption provided by Section 3(a)(9) thereof.
Appears in 1 contract
Samples: Form of Exchange Agreement (Galena Biopharma, Inc.)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Investor Holder contained herein, the offer and issuance by the Company of the Exchanged Exchange Securities is exempt from registration under the Securities Act and all applicable state securities laws. The offer and issuance of the Exchanged Exchange Securities is exempt from registration under the Securities Act pursuant to the exemption provided by Section 3(a)(9) thereof.
Appears in 1 contract