Common use of Securities Not Registered Clause in Contracts

Securities Not Registered. The Purchaser understands that the Shares have not been registered under the Securities Act or the securities laws of any state, or other jurisdiction, by reason of their issuance by the Company in a transaction exempt from the registration requirements of the Securities Act and applicable state securities laws, and that the Shares must continue to be held by the Purchaser unless a subsequent disposition thereof is registered under the Securities Act or exempt from such registration.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Tyme Technologies, Inc.), Securities Purchase Agreement (Eagle Pharmaceuticals, Inc.)

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Securities Not Registered. The Purchaser understands Buyer acknowledges that the Shares have not been registered under the Securities Act or the securities laws of any state, state or any other jurisdiction, jurisdiction and may not be offered or sold by reason of their issuance by the Company in a transaction exempt from the registration requirements of the Securities Act and applicable state securities laws, and that the Shares must continue to be held by the Purchaser Buyer unless a subsequent disposition thereof is subsequently registered under the Securities Act and any other securities laws or unless offered or sold in a transaction which is exempt from such registrationthe registration provisions of the Securities Act.

Appears in 1 contract

Samples: Stock Purchase Agreement (Dice Holdings, Inc.)

Securities Not Registered. The Purchaser understands that the Shares Securities have not been registered under the Securities Act or the qualified under any state securities laws of any statein reliance on exemptions from registration provided thereunder, or other jurisdiction, by reason of their issuance by the Company in a transaction exempt from the registration requirements of and further understands that such Purchaser is acquiring the Securities Act and applicable state securities laws, and that the Shares must continue to be held by the Purchaser unless a subsequent disposition thereof is registered under the Securities Act without being furnished any literature or exempt from such registrationprospectus.

Appears in 1 contract

Samples: Securities Purchase Agreement (Telanetix,Inc)

Securities Not Registered. The Purchaser understands that the Shares have not been registered under the Securities Act or the qualified under any state securities laws of in reliance on exemptions from registration provided thereunder, and further understands that the Purchaser is acquiring the Shares without being furnished any state, or other jurisdiction, by reason of their issuance by the Company in a transaction exempt from the registration requirements of the Securities Act and applicable state securities lawsprospectus, and that no federal or state agency has made any finding or determination as to the fairness of the offering of the Shares must continue to be held by for investment or any recommendation or endorsement of the Purchaser unless a subsequent disposition thereof is registered under the Securities Act or exempt from such registrationoffering.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cardium Therapeutics, Inc.)

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Securities Not Registered. The Purchaser Buyer understands that the Shares have not been registered under the Securities Act or on the ground that the issuance of such securities laws of any state, or other jurisdiction, by reason of their issuance by the Company in a transaction hereunder is exempt from the registration requirements of under the Securities Act and applicable state securities laws, and that the Shares must continue to be held by the Purchaser unless a subsequent disposition thereof Stockholder's reliance on such exemption is registered under the Securities Act or exempt from such registrationpredicated on Buyer's representations set forth in this Section 7.f.

Appears in 1 contract

Samples: Stock Purchase Agreement (Arcadia Resources, Inc)

Securities Not Registered. The Purchaser Buyer understands that the Shares have not been registered under the Securities Act or on the ground that the issuance of such securities laws of any state, or other jurisdiction, by reason of their issuance by the Company in a transaction hereunder is exempt from the registration requirements of under the Securities Act and applicable state securities laws, and that the Shares must continue to be held by the Purchaser unless a subsequent disposition thereof Stockholder’s reliance on such exemption is registered under the Securities Act or exempt from such registrationpredicated on Buyer’s representations set forth in this Section 7.f.

Appears in 1 contract

Samples: Stock Purchase Agreement (Arcadia Resources, Inc)

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