Common use of Exempt Offering Clause in Contracts

Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties herein, the offer and sale of the Sale Shares under this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws and regulations.

Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties herein, the The offer and sale of the Sale Purchased Shares under this Agreement and any issuance of the Conversion Shares upon conversion of the Purchased Shares are or will shall be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws and regulations.

Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties hereinin Section 4.7 and Section 4.8, the offer and sale of the Sale Subject Shares under this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws Laws and regulations.

Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties herein, the The offer and sale of the Sale Purchased Shares under this Agreement Agreement, and the issuance of the Conversion Shares upon conversion thereof are or will shall be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws and regulationsLaws.

Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties hereinin Section 2 above, the offer and sale of the Sale Shares under this Agreement are or will be exempt from (a) the registration requirements and prospectus delivery requirements of the Securities Act, Act and from (b) the registration or qualification requirements of any other applicable securities laws and regulations.

Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties hereinin Section 2 above, the offer and sale of the Sale Shares under this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws and regulations.

Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties herein, the offer and sale of the Sale Shares Subject Securities under this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws Laws and regulations.

Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties herein, the offer and sale of the Sale applicable Subject Shares under this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws Laws and regulations.

Exempt Offering. Assuming Subject to the accuracy of the Purchaser’s representations and warranties hereinof each Investor, the offer and sale of the Sale Shares under provided for in this Agreement are or will be is either exempt from the registration requirements and prospectus delivery requirements of under the Securities Act, and from Act or the registration or qualification listing requirements of any other applicable securities laws and regulations, or such requirements do not apply.

Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties hereinmade under Article II, the offer and sale of the applicable Sale Shares under this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws Laws and regulations.

Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties herein, the offer and sale of the its Sale Shares Securities under this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws and regulations.

Exempt Offering. Assuming the truth and accuracy of the Purchaser’s representations and warranties hereinof the Investor in Section 3.5 and Section 3.6, the offer and sale of the Sale Investor Shares under this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws Laws and regulations.

Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties herein, the The offer and sale of the Sale Purchased Shares and the Additional Purchased Shares under this Agreement Agreement, and the issuance of the Conversion Shares upon conversion thereof are or will shall be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws and regulations.

Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties herein, the offer and sale of the Sale Subject Shares under this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws Laws and regulations.

Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties herein, the The offer and sale of the Sale Purchased Shares under this Agreement Agreement, and the issuance of the Conversion Shares upon conversion thereof are or will shall be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws and regulations.

Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties herein, the The offer and sale of the Sale Purchased Shares under this Agreement are or will shall be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, and from the registration or qualification requirements of any other applicable securities laws and regulations.

Exempt Offering. Assuming the accuracy of the Purchaser’s representations and warranties herein, the The offer and sale of the Sale Purchased Shares under pursuant to this Agreement are or will be exempt from the registration requirements and prospectus delivery requirements of the Securities Act, Act and from the registration or qualification requirements of any other applicable securities laws and regulations.