Securities Law Representations and Warranties. Each Purchaser represents, warrants and covenants to the Company as follows:
Securities Law Representations and Warranties. (a) The Investor (i) is an “accredited investor” as defined in Regulation D under the Securities Act, (ii) has the knowledge, sophistication and experience necessary to make, and is qualified to make decisions with respect to, investments in securities presenting an investment decision like that involved in the purchase of investments in securities issued by the Company and investments in comparable companies, (iii) can bear the economic risk of a total loss of its investment in the Shares and (iv) has requested, received, reviewed and considered all information it deemed relevant in making an informed decision to purchase the Shares;
Securities Law Representations and Warranties. Each Purchaser severally and not jointly represents, warrants and covenants to the Company as follows:
Securities Law Representations and Warranties. (a) The Investor is an “accredited investor” as defined in Regulation D under the Securities Act and the Investor has the knowledge, sophistication and experience necessary to make, and is qualified to make decisions with respect to, investments in shares presenting an investment decision like that involved in the purchase of the Securities, including investments in securities issued by the Company and investments in comparable companies, can bear the economic risk of a total loss of its investment in the Securities and has requested, received, reviewed and considered all information it deemed relevant in making an informed decision to purchase the Securities. Such Investor is not required to be registered as a broker-dealer under Section 15 of the Exchange Act and such Investor is not a broker-dealer;
Securities Law Representations and Warranties. The Purchaser has been advised that the Shares have not been registered under Securities Act of 1933, as amended (the “Securities Act”), or applicable state securities laws, but are being offered and sold pursuant to exemptions from such laws, and that the Company’s reliance upon such exemptions is predicated in part on the Purchaser’s representations contained herein. The Purchaser acknowledges that the Company is relying in part upon the Purchaser’s representations and warranties contained herein for the purpose of determining whether the offer and sale of the Shares qualifies for applicable exemptions from registration or qualification pursuant to federal or state securities laws, rules and regulations.
Securities Law Representations and Warranties. Each Member hereby represents and warrants to the Company and to all of the other Members all of the following:
Securities Law Representations and Warranties. The Shareholders have been advised that the Common Stock is not registered under the Securities Act of 1933 (the “Act”), or applicable state securities laws, but is being issued pursuant to exemptions from such laws, and that the Buyer’s reliance upon such exemptions is predicated in part on the Shareholders’ representations contained herein. The Shareholders acknowledge that the Buyer is relying in part upon the Shareholders’ representations and warranties contained herein for the purpose of qualifying the issuance of the Securities for applicable exemptions from registration or qualification pursuant to federal or state securities laws, rules and regulations.
Securities Law Representations and Warranties. The Investor, acknowledging that the Company is entering into this Agreement in reliance thereon, hereby represents and warrants to the Company as of the date hereof, and as of the Closing Date, as follows:
Securities Law Representations and Warranties. The Consultant understands that the Warrants and the stock issuable upon exercise of the Warrants (collectively, the "Securities") have not been registered under the Securities Act on the grounds that the sale thereof pursuant to this Agreement is exempt pursuant to Sections 4(2) and 4(6) of the Securities Act and the applicable state securities laws (the "State Laws") and that the reliance of the Company on such exemption is predicated in part on the representations, warranties, covenants and acknowledgments in this Agreement.
Securities Law Representations and Warranties. (i) SOPHISTICATION AND BACKGROUND. Professionals is an "accredited investor" as that term is defined by Rule 501(a) promulgated by the Securities and Exchange Commission. Professionals has such knowledge and experience in financial, tax and business matters to enable it to utilize the information made available to it to evaluate the merits and risks of the prospective investment and to make an informed investment decision with respect to the prospective investment.
