Common use of Compliance with Securities Act Clause in Contracts

Compliance with Securities Act. Subscriber understands and agrees that the Shares are “restricted securities” and have not been registered under the Securities Act or any applicable state securities laws by reason of their issuance in a transaction that does not require registration under the Securities Act, and that such Shares must be held indefinitely unless a subsequent disposition is registered under the Securities Act or any applicable state securities laws or is exempt from such registration;

Appears in 13 contracts

Samples: Subscription Agreement (Tel Instrument Electronics Corp), Subscription Agreement (Tel Instrument Electronics Corp), Equity Purchase Agreement (New Asia Holdings, Inc.)

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Compliance with Securities Act. The Subscriber understands and agrees that the Shares are “restricted securities” and have not been registered under the Securities Act or any applicable state securities laws laws, by reason of their issuance in a transaction that does not require registration under the Securities ActAct (based in part on the accuracy of the representations and warranties of Subscriber contained herein), and that such Shares must be held indefinitely unless a subsequent disposition is registered under the Securities Act or any applicable state securities laws or is exempt from such registration;.

Appears in 4 contracts

Samples: Subscription Agreement (UHF Inc), Subscription Agreement (Nissen Holdings & Co Ltd.), Subscription Agreement (UHF Inc)

Compliance with Securities Act. The Subscriber understands and agrees that the Shares Securities are “restricted securities” and that have not been registered under the Securities 1933 Act or any applicable state securities laws laws, by reason of their issuance in a transaction that does not require registration under the Securities Act1933 Act (based in part on the accuracy of the representations and warranties of Subscriber contained herein), and that such Shares Securities must be held indefinitely unless a subsequent disposition is registered under the Securities 1933 Act or any applicable state securities laws or is exempt from such registration;.

Appears in 4 contracts

Samples: Form of Subscription Agreement (PwrCor, Inc.), Subscription Agreement (True 2 Beauty Inc.), Subscription Agreement (SignPath Pharma, Inc.)

Compliance with Securities Act. Subscriber understands and agrees that the Conversion Shares are “restricted securities” and have not been registered under the Securities Act or any applicable state securities laws by reason of their issuance in a transaction that does not require registration under the Securities Act, and that such Conversion Shares must be held indefinitely unless a subsequent disposition is registered under the Securities Act or any applicable state securities laws or is exempt from such registration. Subscriber understands that it is not anticipated that there will any market for the resale of the Securities;

Appears in 2 contracts

Samples: Subscription Agreement (Codesmart Holdings, Inc.), Subscription Agreement (First Independence Corp.)

Compliance with Securities Act. The Subscriber understands and agrees that the Shares are “restricted securities” and have not been registered under the Securities Act or any applicable state securities laws by reason of their issuance in a transaction that does not require registration under the Securities Act, Act and that such Shares must be held indefinitely unless a subsequent disposition is registered under the Securities Act or any applicable state securities laws or is exempt from such registration;

Appears in 2 contracts

Samples: Subscription Agreement, Subscription Agreement (Akers Biosciences Inc)

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Compliance with Securities Act. Subscriber understands and agrees that the Shares Securities are “restricted securities” and have not been registered under the Securities Act or any applicable state securities laws by reason of their issuance in a transaction that does not require registration under the Securities Actany such registration, and that such Shares the Securities must be held indefinitely unless a subsequent disposition is registered under the Securities Act or any applicable state securities such laws or is exempt from such registration;. Subscriber understands that there is not currently, and may not ever be, any active and liquid market for the resale of the Securities.

Appears in 1 contract

Samples: Subscription Agreement (Cachet Financial Solutions, Inc.)

Compliance with Securities Act. The Subscriber understands and agrees that the Shares are “restricted securities” and have not been registered under the Securities Act or any applicable state securities laws laws, by reason of their issuance in a transaction that does not require registration under the Securities ActAct (based in part on the accuracy of the representations and warranties of Subscriber contained herein), and that such the Shares must be held indefinitely unless a subsequent disposition is registered under the Securities Act or any applicable state securities laws or is exempt from such registration;.

Appears in 1 contract

Samples: Subscription Agreement (UHF Inc)

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