Common use of Purchaser Status Clause in Contracts

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts any Notes it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Issuer Direct Corp), Securities Purchase Agreement (Asure Software Inc), Securities Purchase Agreement (Cyberdefender Corp)

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Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at as of the date hereof it is, and on each date on which it converts exercises any Notes Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501 501(a) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 5 contracts

Samples: Unit Purchase Agreement (BioSig Technologies, Inc.), Securities Purchase Agreement (BioSig Technologies, Inc.), Securities Purchase Agreement (BioSig Technologies, Inc.)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts any Notes Series A Convertible Preferred Stock it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a144A (a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 5 contracts

Samples: Securities Purchase Agreement (CannLabs, Inc.), Note Purchase Agreement (CannLabs, Inc.), Securities Purchase Agreement (CannLabs, Inc.)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts any Notes it will be either: (i) is an "accredited investor" as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a501(a) under the Securities Act. The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 5 contracts

Samples: Common Stock Purchase Agreement (Smartire Systems Inc), Escrow Agreement (Smartire Systems Inc), Escrow Agreement (Smartire Systems Inc)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at as of the date hereof it is, and on each date on which it converts exercises any Notes Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 4 contracts

Samples: Securities Purchase Agreement (DARA BioSciences, Inc.), Securities Purchase Agreement (DARA BioSciences, Inc.), Securities Purchase Agreement (Worldwide Energy & Manufacturing Usa Inc)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at as of the date hereof it is, and on each date on which it exercises any Warrants or converts any Notes Debentures it will be either: (i) an “accredited investor” as defined in Rule 501 501(a) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 4 contracts

Samples: Securities Purchase Agreement (SRAX, Inc.), Securities Purchase Agreement, Securities Purchase Agreement (Discovery Energy Corp.)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts exercises any Notes Warrants it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Infusion Brands International, Inc.), Securities Purchase Agreement (Omnireliant Holdings, Inc.), Securities Purchase Agreement (Omnireliant Holdings, Inc.)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts exercises any Notes Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Barfresh Food Group Inc.), Securities Purchase Agreement (Barfresh Food Group Inc.), Securities Purchase Agreement (Barfresh Food Group Inc.)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts any Notes exercises the Warrant, it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Barfresh Food Group Inc.), Securities Purchase Agreement (Barfresh Food Group Inc.), Securities Purchase Agreement (Unibel)

Purchaser Status. At the time the Purchaser was offered the SecuritiesNote, it was, and at as of the date hereof it is, and on each date on which it converts any Notes it will be either: is (i) an “accredited investor” as defined in Rule 501 501(a) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 3 contracts

Samples: Note Purchase Agreement (Amesite Operating Co), Note Purchase Agreement (Amesite Inc.), Note Purchase Agreement (ADiTx Therapeutics, Inc.)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it exercises any Warrants or converts any Notes Series C Preferred Stock it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Omnireliant Holdings, Inc.), Securities Purchase Agreement (Certified Diabetic Services Inc), Securities Purchase Agreement (Omnireliant Holdings, Inc.)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts any Notes it will be either: is (ia) an “accredited investor” as defined in Rule 501 501(a) under the Securities Act or Act, and/or (iib) a “qualified institutional buyer” as defined in Rule 144A(a) 144A under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 3 contracts

Samples: Securities Purchase Agreement (V I Technologies Inc), Securities Purchase Agreement (V I Technologies Inc), Securities Purchase Agreement (V I Technologies Inc)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts any Notes it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Cyberdefender Corp), Securities Purchase Agreement (Cyberdefender Corp), Securities Purchase Agreement (Cyberdefender Corp)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at as of the date hereof it is, and on each date on which it exercises the Warrant or converts any Notes of the Notes, it will be either: (i) an “accredited investor” as defined in Rule 501 501(a) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 2 contracts

Samples: Convertible Note Purchase Agreement (AMERICAN POWER GROUP Corp), Convertible Note Purchase Agreement (AMERICAN POWER GROUP Corp)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at as of the date hereof it is, and on each date on which it converts exercises any Notes it will be either: (i) an “accredited investor” as defined in Rule 501 501(a) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 2 contracts

Samples: Securities Purchase Agreement (ADiTx Therapeutics, Inc.), Securities Purchase Agreement (ADiTx Therapeutics, Inc.)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts exercises any Notes Warrants, it will be either: (i) an "accredited investor" as defined in Rule 501 under the Securities Act or and/or (ii) a "qualified institutional buyer" as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 2 contracts

Samples: Securities Purchase Agreement (On2 Technologies Inc), Securities Purchase Agreement (On2 Technologies Inc)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at as of the date hereof it is, and on each date on which it converts exercises any Notes it will be either: (i) be, an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) 144A under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Frederick's of Hollywood Group Inc /Ny/), Securities Purchase Agreement (American Lorain CORP)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at as of the date hereof it is, and on each date on which it converts exercises any Notes Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501 501(a) of Regulation D promulgated under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Purchaser Such purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Akari Therapeutics PLC), Securities Purchase Agreement (Akari Therapeutics PLC)

Purchaser Status. At the time the Purchaser was offered the SecuritiesShares, it was, and at on the date hereof it is, and on each date on which it converts any Notes it will be either: (i) an “accredited investor” as defined in Rule 501 501(a) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 2 contracts

Samples: Purchase Agreement (POSITIVEID Corp), Purchase Agreement (POSITIVEID Corp)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it exercises any Warrants or converts any Notes Debentures it will be either: (i) an “accredited investor” as defined in Rule 501 501(a) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Spectre Gaming Inc), Securities Purchase Agreement (Guardian Technologies International Inc)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at on the date hereof it is, and on each date on which it converts any Notes it will be either: (i) an “accredited investor” as defined in Rule 501 501(a) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 2 contracts

Samples: Stock Purchase Agreement (POSITIVEID Corp), Securities Purchase Agreement (POSITIVEID Corp)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts any Notes it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a501(a) under the Securities Act. The Purchaser is not required to be a registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (ModusLink Global Solutions Inc), Preferred Stock Purchase Agreement (Falconstor Software Inc)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at as of the date hereof it is, and on each date on which it converts any Notes Debentures it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 2 contracts

Samples: Securities Purchase Agreement (SCOLR Pharma, Inc.), Securities Purchase Agreement (SCOLR Pharma, Inc.)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts any Notes exercises the Warrants it will be either: (i) be, an “accredited investor” as defined in Rule 501 under the Securities Act or (iia) a “qualified institutional buyer” as defined in Rule 144A(a) of Regulation D under the Securities Act. The Purchaser is not required to be a registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Nova Biosource Fuels, Inc.), Securities Purchase Agreement (Nova Biosource Fuels, Inc.)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts any Notes exercises the Warrant it will be either: (i) be, an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a501(a) under the Securities Act. The Purchaser is not required to be a registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Genelabs Technologies Inc /Ca), Securities Purchase Agreement (HydroGen CORP)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts any Notes it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a501(a) under the Securities Act, and shall be an “accredited investor” as of the date of any exercise of the Warrants. The Purchaser is not required to be registered as a broker-broker dealer under Section 15 of the Exchange Act.

Appears in 2 contracts

Samples: Subscription Agreement (Neutron Enterprises Inc), Subscription Agreement (Neutron Enterprises Inc)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at the date hereof it is, and on each the date on which it converts any Notes exercises the Warrant it will be either: (i) be, an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a501(a) under the Securities Act. The Purchaser is not required to be a registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Far East Energy Corp)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at as of the date hereof it is, and on each date on which it converts any Notes it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act 501(a)(1), (a)(2), (a)(3), (a)(7) or (ii) a “qualified institutional buyer” as defined in Rule 144A(aa)(8) under the Securities Act. The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Parkervision Inc)

Purchaser Status. At the time the such Purchaser was offered the SecuritiesInvestment Units, it was, and at the date hereof it is, and on each date on which it converts any Notes it will be either: (i) an “accredited investor” as defined in Rule 501 501(a) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The No Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Purchase Agreement (Maiden Holdings, Ltd.)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it exercises any Series B Warrants or converts any Notes Series B Convertible Preferred Stock it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a144A (a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Zurvita Holdings, Inc.)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts any Notes part of the Note it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Airbee Wireless, Inc.)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at as of the date hereof it is, and on each date on which it converts exercises any Notes Warrants it will be either: (i) an “accredited investor” as defined in Rule 501 501(a) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Changda International Holdings, Inc.)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts any Notes or Series A Convertible Preferred Stock or exercises any Warrants it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a144A (a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Blue Calypso, Inc.)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at as of the date hereof it is, and on each date on which it converts any Notes it will be either: either (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cesca Therapeutics Inc.)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at as of the date hereof it is, and on each date on which it converts any Notes of the Preferred Shares or exercises any Warrants, it will be either: (i) be, either an “accredited investor” as defined in Rule 501 501(a) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Marina Biotech, Inc.)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts any Notes it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Barfresh Food Group Inc.)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts exercises any Notes Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange ActAct and all of the SEC Reports have been made available to the Purchaser.

Appears in 1 contract

Samples: Securities Purchase Agreement (Imageware Systems Inc)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it exercises any Warrants or converts any Notes Series F Convertible Preferred Stock it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Omnireliant Holdings, Inc.)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts any Notes it will be either: an (i) an “accredited investor” as defined in Rule 501 501(a) under the Securities Act or (ii2) a “qualified institutional buyer” as defined in Rule 144A(a) 144A under the Securities Act. The Such Purchaser is not required to be a registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (ProLink Holdings Corp.)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts exercises any Notes Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act Act; or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Barfresh Food Group Inc.)

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Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it exercises any Warrants or converts any Notes it will be either: (i) an "accredited investor" as defined in Rule 501 501(a) under the Securities Act or (ii) a "qualified institutional buyer" as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Linux Gold Corp)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it exercises any Series C Warrants or converts any Notes Series C Convertible Preferred Stock it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a144A (a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Zurvita Holdings, Inc.)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it exercises any Warrants or converts any Notes Debentures it will be either: (i) an "accredited investor" as defined in Rule 501 501(a) under the Securities Act or (ii) a "qualified institutional buyer" as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Airtrax Inc)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts any Notes portion of the Note, it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Barfresh Food Group Inc.)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at as of the date hereof hereof, it is, and on each date on which it converts any Notes it will be is either: (i) an “accredited investor” as defined in Rule 501 501(a)(1), (a)(2), (a)(3), (a)(7) or (a)(8) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Borqs Technologies, Inc.)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it exercises any Warrants or converts any Notes Series D Convertible Preferred Stock it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Omnireliant Holdings, Inc.)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at as of the date hereof it is, and on each date on which it converts exercises any Notes Warrants, it will be either: (i) an institutional investor and an “accredited investor” as defined in Rule 501 under the Securities Act 501(a)(1), (a)(2), (a)(3), (a)(7) or (ii) a “qualified institutional buyer” as defined in Rule 144A(aa)(8) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Marina Biotech, Inc.)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts exercises any Notes it will be eitherWarrants: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cyberdefender Corp)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it or its permitted assignee converts any Notes it or such permitted assignee, as the case may be, will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act 501(a)(1), (a)(2), (a)(3), (a)(7) or (ii) a “qualified institutional buyer” as defined in Rule 144A(aa)(8) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase and Exchange Agreement (Phototron Holdings, Inc.)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it exercises any Warrants or converts any Notes it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cyberdefender Corp)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts exercises any Notes Warrants, it will be either: (i) an "accredited investor" as defined in Rule 501 501(a) under the Securities Act or (ii) a "qualified institutional buyer" as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Rush Financial Technologies Inc)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at as of the date hereof it is, and on each date on which it converts any Notes it will be is either: (i) an “accredited investor” as defined in Rule 501 501(a) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Akari Therapeutics PLC)

Purchaser Status. At the time the such Purchaser was offered the SecuritiesNotes, it was, and at as of the date hereof it is, and on each date on which it converts any Notes it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act 501(a) or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Note Purchase Agreement (Marina Biotech, Inc.)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at as of the date hereof it is, and on each date on which it converts exercises any Notes Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (SANUWAVE Health, Inc.)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at as of the date hereof Closing Date it is, and on each date on which it converts exercises any Notes Warrants, it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Flyexclusive Inc.)

Purchaser Status. At the time the Purchaser was offered the SecuritiesPurchased Shares, it was, and at the date hereof it is, and on each date on which it converts any Notes it will be either: (i) an “accredited investor” as defined in Rule 501 501(a) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (AMERICAN POWER GROUP Corp)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at as of the date hereof it is, and on each date on which it converts any Notes it will be either: (i) an “accredited investor” as defined in Rule 501 501(a) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (CFN Enterprises Inc.)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts any Notes it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Asure Software Inc)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at as of the date hereof it is, and on each date on which it converts exercises any Notes Warrants, it will be either: (i) an "accredited investor" as defined in Rule 501 under the Securities Act or (ii) a "qualified institutional buyer" as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Worldwide Energy & Manufacturing Usa Inc)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at as of the date hereof it is, and on each date on which it converts any Notes Debentures it will be either: (i) an “accredited investor” as defined in Rule 501 501(a) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Eyes on the Go, Inc.)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it exercises any Warrants or converts any Notes it will be either: (i) an "accredited investor" as defined in Rule 501 under the Securities Act or (ii) a "qualified institutional buyer" as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Pride Business Development Holdings, Inc.)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at the date hereof it is, and on each date on which it converts any Notes it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a501(a) under the Securities Act, and shall be an “accredited investor” as of the date of any exercise of the Warrants. The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Neutron Enterprises Inc)

Purchaser Status. At the time the Purchaser was offered the Securities, it was, and at as of the date hereof it is, and on each date on which it exercises any Warrants or converts any Notes it will be either: (i) an “accredited investor” as defined in Rule 501 under the Securities Act 501(a)(1), (a)(2), (a)(3), (a)(7) or (ii) a “qualified institutional buyer” as defined in Rule 144A(aa)(8) under the Securities Act. The Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (T3 Motion, Inc.)

Purchaser Status. At the time the such Purchaser was offered the Securities, it was, and at as of the date hereof it is, and on each date on which it converts exercises any Notes Warrants it will be either: be, (i) an “accredited investor” as defined in Rule 501 under the Securities Act or and (ii) either a “qualified institutional buyer” as defined in Rule 144A(a) 144A under the Securities ActAct or a “large institutional accredited investor”. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Palatin Technologies Inc)

Purchaser Status. At the time the such Purchaser was offered the SecuritiesOffering Shares and the Warrants, it was, and at as of the date hereof it is, and on each date on which it converts any Notes it will be either: (i) an “accredited investor” as defined in Rule 501 501(a) under the Securities Act or (ii) a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act. The Such Purchaser is not required to be registered as a broker-dealer under Section 15 of the Exchange Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (NXT-Id, Inc.)

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