Purchaser Shares definition
Examples of Purchaser Shares in a sentence
Seller also understands that there is no assurance that any exemption from registration under the Securities Act of 1933, as amended (the “Securities Act”), will be available and that, even if available, such exemption may not allow Seller to transfer all or any portion of the Purchaser Shares under the circumstances, in the amounts or at the times Seller might desire.
All preemptive or similar rights have been properly waived or complied with respect to the issuance of the Purchaser Shares.
Assuming the accuracy of the representations and warranties of Seller made in this Agreement and any certificate delivered pursuant hereto, all of the Purchaser Shares issued hereunder have been offered, sold and delivered by Purchaser in compliance with all applicable federal and state securities Laws.
Seller understands that Purchaser has no present intention of registering any Purchaser Shares under any applicable securities laws.
Seller acknowledges that (i) the Purchaser Shares have not been registered under the Securities Act of 1933, or any securities or “blue sky” laws of any state, (ii) there is not now and there may never be any public market for the Purchaser Shares, and (iii) Rule 144 promulgated under the Securities Act is not presently available with respect to the sale of any Purchaser Shares.