Common use of Reliance on Exemptions Clause in Contracts

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 2312 contracts

Samples: Securities Purchase Agreement (Signing Day Sports, Inc.), Securities Purchase Agreement (Hempacco Co., Inc.), Registration Rights Agreement (NKGen Biotech, Inc.)

AutoNDA by SimpleDocs

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 462 contracts

Samples: Securities Purchase Agreement (Asset Entities Inc.), Securities Purchase Agreement (PharmaCyte Biotech, Inc.), Securities Purchase Agreement (MyMD Pharmaceuticals, Inc.)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 362 contracts

Samples: Securities Purchase Agreement (SusGlobal Energy Corp.), Securities Purchase Agreement (Tribal Rides International Corp.), Securities Purchase Agreement (Hammer Fiber Optics Holdings Corp)

Reliance on Exemptions. The Each Buyer understands that the Securities Convertible Debentures are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securitiessuch securities.

Appears in 178 contracts

Samples: Securities Purchase Agreement (Eyi Industries Inc), Securities Purchase Agreement (Silver Star Energy Inc), Securities Purchase Agreement (Enclaves Group Inc)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 161 contracts

Samples: Note Purchase Agreement (Alpha Energy Inc), Note Purchase Agreement (Alpha Energy Inc), Note Purchase Agreement (Alpha Energy Inc)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 132 contracts

Samples: Securities Purchase Agreement (Akari Therapeutics PLC), Common Stock Purchase Agreement, Common Stock Purchase Agreement (Athersys, Inc / New)

Reliance on Exemptions. The Buyer Investor understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the BuyerInvestor’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer Investor set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer Investor to acquire the Securities.

Appears in 123 contracts

Samples: Securities Purchase Agreement (Regen BioPharma Inc), Securities Purchase Agreement (Clean Vision Corp), Securities Purchase Agreement (Propanc Biopharma, Inc.)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 80 contracts

Samples: Securities Purchase Agreement (VinFast Auto Ltd.), Secured Debenture Purchase Agreement (Ideanomics, Inc.), Securities Purchase Agreement (American Rebel Holdings Inc)

Reliance on Exemptions. The Buyer Investor understands that the Securities are being may be offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the Buyer’s Investor's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer Investor set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer Investor to acquire the Securities.

Appears in 66 contracts

Samples: Purchase Agreement (Cannapharmarx, Inc.), Common Stock Purchase Agreement (Arts Way Manufacturing Co Inc), Purchase Agreement (Imageware Systems Inc)

Reliance on Exemptions. The Buyer Investor understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States U.S. federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the BuyerInvestor’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer Investor set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer Investor to acquire the Securities.

Appears in 61 contracts

Samples: Common Stock Purchase Agreement (GCT Semiconductor Holding, Inc.), Common Stock Purchase Agreement (MultiSensor AI Holdings, Inc.), Common Stock Purchase Agreement (Signing Day Sports, Inc.)

Reliance on Exemptions. The Buyer Investor understands that the Securities are being may be offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the BuyerInvestor’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer Investor set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer Investor to acquire the Securities.

Appears in 60 contracts

Samples: Strata Purchase Agreement (Clean Vision Corp), Strata Purchase Agreement (Foxo Technologies Inc.), Strata Purchase Agreement (Specificity, Inc.)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 49 contracts

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

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 42 contracts

Samples: Securities Purchase Agreement (Cardio Diagnostics Holdings, Inc.), Securities Purchase Agreement (Treasure Global Inc), Securities Purchase Agreement (Rubicon Technologies, Inc.)

Reliance on Exemptions. The Each Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 35 contracts

Samples: Securities Purchase Agreement (NAKED BRAND GROUP LTD), Securities Purchase Agreement (NAKED BRAND GROUP LTD), Securities Purchase Agreement (CombiMatrix Corp)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 26 contracts

Samples: Securities Purchase Agreement (Safe & Green Development Corp), Securities Purchase Agreement (Safe & Green Development Corp), Securities Purchase Agreement (INVO Bioscience, Inc.)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of the applicable United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s 's compliance with, the representations, warranties, agreementsacknowledgments, acknowledgments understandings, agreements and understandings covenants of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 26 contracts

Samples: Securities Purchase Agreement (Wizzard Software Corp /Co), Securities Purchase Agreement (Ip Voice Com Inc), Securities Purchase Agreement (Cynet Inc)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the such Securities.

Appears in 25 contracts

Samples: Securities Purchase Agreement (Avanir Pharmaceuticals), Securities Purchase Agreement (E Com Ventures Inc), Securities Purchase Agreement (Immune Response Corp)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 21 contracts

Samples: Securities Purchase Agreement (Midnight Holdings Group Inc), Securities Purchase Agreement (Redox Technology Corp), Securities Purchase Agreement (Midnight Holdings Group Inc)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securitiessuch securities.

Appears in 16 contracts

Samples: Securities Purchase Agreement (Visual Data Corp), Securities Purchase Agreement (Enamelon Inc), Securities Purchase Agreement (Gumtech International Inc \Ut\)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of the United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 16 contracts

Samples: Securities Purchase Agreement (Etoys Inc), Securities Purchase Agreement (Divine Inc), Securities Purchase Agreement (Infinity Inc)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon specific exemptions under the exemption from the registration requirements of the United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 14 contracts

Samples: Securities Purchase Agreement (Delia S Corp), Securities Purchase Agreement (Delia S Corp), Securities Purchase Agreement (Delia S Corp)

Reliance on Exemptions. The Each Buyer understands that the Securities Notes are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securitiessuch securities.

Appears in 13 contracts

Samples: Securities Purchase Agreement (California Gold Corp.), Securities Purchase Agreement (Thompson Designs Inc), Securities Purchase Agreement (Orbital Tracking Corp.)

Reliance on Exemptions. The Buyer understands that the Securities Shares are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the SecuritiesShares.

Appears in 12 contracts

Samples: Share Purchase Agreement (Hebron Technology Co., LTD), Securities Purchase Agreement (Information Services Group Inc.), Securities Purchase Agreement (Meta Financial Group Inc)

Reliance on Exemptions. The Buyer understands that the Securities Shares are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the SecuritiesShares.

Appears in 12 contracts

Samples: Stock Purchase Agreement (Telecom Communications Inc), Stock Purchase Agreement (SUBAYE.COM, Inc.), Stock Purchase Agreement (Wukuang IE LTD)

Reliance on Exemptions. The Such Buyer understands that the Securities Shares are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the SecuritiesShares.

Appears in 12 contracts

Samples: Share Purchase Agreement (Color Star Technology Co., Ltd.), Share Purchase Agreement (Sino-Global Shipping America, Ltd.), Stock Purchase Agreement (Ener-Core, Inc.)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 11 contracts

Samples: Securities Purchase Agreement (Peak Entertainment Holdings Inc), Securities Purchase Agreement (Peak Entertainment Holdings Inc), Securities Purchase Agreement (Peak Entertainment Holdings Inc)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 11 contracts

Samples: Securities Purchase Agreement (Cesca Therapeutics Inc.), Securities Purchase Agreement (Generation Income Properties, Inc.), Securities Purchase Agreement (Cesca Therapeutics Inc.)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 11 contracts

Samples: Securities Purchase Agreement, Securities Purchase Agreement (Artec Global Media, Inc.), Securities Purchase Agreement (Quest Patent Research Corp)

Reliance on Exemptions. The Buyer understands that the ---------------------- Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 10 contracts

Samples: Securities Purchase Agreement (Airtech International Group Inc), Securities Purchase Agreement (Aura Systems Inc), Securities Purchase Agreement (Epicus Communications Group Inc)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws the Securities Laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 9 contracts

Samples: Securities Purchase Agreement (Kaching Kaching, Inc.), Securities Purchase Agreement (Duke Mining Company, Inc.), Security Agreement (Cumulus Investors LLC)

Reliance on Exemptions. The Each Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 9 contracts

Samples: Securities Purchase Agreement (Pacer Health Corp), Securities Purchase Agreement (Locateplus Holdings Corp), Securities Purchase Agreement (Harvey Electronics Inc)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of the United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 9 contracts

Samples: Securities Purchase Agreement (Midway Games Inc), Securities Purchase Agreement (Clean Harbors Inc), Securities Purchase Agreement (Midway Games Inc)

Reliance on Exemptions. The Each Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws Laws and that the Company is relying in part upon the truth and accuracy of, and the each Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the each Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the each Buyer to acquire the Securities.

Appears in 8 contracts

Samples: Securities Purchase Agreement (Hancock Jaffe Laboratories, Inc.), Securities Purchase Agreement (Hancock Jaffe Laboratories, Inc.), Securities Purchase Agreement (ENDRA Life Sciences Inc.)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s Buyer 's compliance with, the representationsrepresentations , warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 8 contracts

Samples: Securities Purchase Agreement (ABCO Energy, Inc.), Securities Purchase Agreement (Cherubim Interests, Inc.), Securities Purchase Agreement (Chess Supersite Corp)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 8 contracts

Samples: Securities Purchase Agreement (Nano Dimension Ltd.), Securities Purchase Agreement (Edison Nation, Inc.), Securities Purchase Agreement (CLS Holdings USA, Inc.)

Reliance on Exemptions. The Such Buyer understands that the ---------------------- Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the such Securities.

Appears in 8 contracts

Samples: Securities Purchase Agreement (Rowecom Inc), Securities Purchase Agreement (Blue Rhino Corp), Securities Purchase Agreement (Medcare Technologies Inc)

Reliance on Exemptions. The Buyer understands that the Securities Common Shares are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 8 contracts

Samples: Securities Exchange Agreement (GDBA Investments LLLP), Securities Exchange Agreement (Across America Real Estate Corp), Securities Exchange Agreement (Across America Real Estate Corp)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the such Securities.

Appears in 8 contracts

Samples: Securities Purchase Agreement (Altair International Inc), Securities Purchase Agreement (Altair International Inc), Securities Purchase Agreement (U S Trucking Inc)

Reliance on Exemptions. The Buyer understands that the Securities ---------------------- are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 7 contracts

Samples: Securities Purchase Agreement (Roanoke Technology Corp), Securities Purchase Agreement (Mt Ultimate Healthcare Corp), Securities Purchase Agreement (Storage Computer Corp)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s its compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer it set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer it to acquire the Securities.

Appears in 7 contracts

Samples: Share Purchase Agreement (Semiconductor Manufacturing International Corp), Share Purchase Agreement (Semiconductor Manufacturing International Corp), Share Purchase Agreement (China Investment Corp)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of the United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein and in the applicable Debenture or Warrant in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 7 contracts

Samples: Securities Purchase Agreement (Rsa Security Inc/De/), Securities Purchase Agreement (Hemispherx Biopharma Inc), Securities Purchase Agreement (Hemispherx Biopharma Inc)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of the United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein and in the applicable Note or Warrant in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 7 contracts

Samples: Securities Purchase Agreement (Ats Medical Inc), Securities Purchase Agreement (Rockford Corp), Securities Purchase Agreement (Xicor Inc)

Reliance on Exemptions. The Buyer understands that the Securities Shares are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the SecuritiesShares.

Appears in 6 contracts

Samples: Stock Purchase Agreement (Minerco, Inc.), Stock Purchase Agreement (Minerco, Inc.), Stock Purchase Agreement (Minerco, Inc.)

Reliance on Exemptions. The Buyer understands that the Securities Shares are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, of the representations and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings warranties of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securitiessuch securities.

Appears in 6 contracts

Samples: Common Stock Purchase Agreement (U.S. Helicopter CORP), Common Stock Purchase Agreement (U.S. Helicopter CORP), Common Stock Purchase Agreement (U.S. Helicopter CORP)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of the United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securitiesexemptions.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Frequency Therapeutics, Inc.), Securities Purchase Agreement (Applied Therapeutics Inc.), Securities Purchase Agreement (Stereotaxis, Inc.)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is and the Placement Agent are relying in part upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 5 contracts

Samples: Securities Purchase Agreement (L & L International Holdings, Inc), Securities Purchase Agreement (Composite Technology Corp), Securities Purchase Agreement (Composite Technology Corp)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s Buyer 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Multimedia Platforms Inc.), Securities Purchase Agreement (SearchCore, Inc.), Securities Purchase Agreement (IDS Industries, Inc.)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of the United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Medicine Man Technologies, Inc.), Securities Purchase Agreement (Medicine Man Technologies, Inc.), Securities Purchase Agreement (Medicine Man Technologies, Inc.)

Reliance on Exemptions. The Such Buyer understands that the Securities Shares are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of the United States federal and state securities laws and that the Company Selling Stockholder is relying in part upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the SecuritiesShares.

Appears in 5 contracts

Samples: Stock Purchase Agreement (Warburg Pincus & Co), Stock Purchase Agreement (Warburg Pincus & Co), Stock Purchase Agreement (Warburg Pincus & Co)

Reliance on Exemptions. The Buyer Purchaser understands that the Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s Purchaser's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer Purchaser to acquire the SecuritiesShares and the Warrants.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Global Resource CORP), Securities Purchase Agreement (Global Resource CORP), Securities Purchase Agreement (Global Resource CORP)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and Canadian securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Black Cactus Global, Inc.), Securities Purchase Agreement (Biolargo, Inc.), Securities Purchase Agreement (Max Sound Corp)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of the United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein and in the applicable Note in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Quixote Corp), Securities Purchase Agreement (Electroglas Inc), Securities Purchase Agreement (Jameson Inns Inc)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold delivered to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 4 contracts

Samples: Securities Exchange Agreement (Box Ships Inc.), Securities Exchange Agreement (Well Power, Inc.), Securities Exchange Agreement (Efactor Group Corp.)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 4 contracts

Samples: Securities Purchase Agreement (LevelBlox, Inc.), Securities Purchase Agreement (LevelBlox, Inc.), Securities Purchase Agreement (AlphaPoint Technology, Inc.)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to him, her or it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws Laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the SecuritiesShares.

Appears in 4 contracts

Samples: Securities Purchase Agreement (theMaven, Inc.), Securities Purchase Agreement (theMaven, Inc.), Securities Purchase Agreement (theMaven, Inc.)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in the Transaction Documents in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Kadmon Holdings, Inc.), Securities Purchase Agreement (Kadmon Holdings, Inc.), Securities Purchase Agreement (Minerva Neurosciences, Inc.)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is and Parent are relying in part upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Guardian 8 Holdings), Securities Purchase Agreement (Guardian 8 Holdings), Securities Purchase Agreement (EnerJex Resources, Inc.)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and the provinces of Canada, and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 3 contracts

Samples: Securities Purchase And (New Oriental Energy & Chemical Corp.), Securities Purchase And (New Oriental Energy & Chemical Corp.), Securities Purchase And (New Oriental Energy & Chemical Corp.)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon upon, among other things, the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Comanche Clean Energy Corp), Securities Purchase Agreement (Comanche Clean Energy Corp), Securities Purchase Agreement (Golden Autumn Holdings Inc.)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s 's compliance with, the representationsrepresentations , warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 3 contracts

Samples: Securities Purchase Agreement (HempAmericana, Inc.), Securities  purchase Agreement (IRONCLAD ENCRYPTION Corp), Securities Purchase  agreement (Hangover Joe's Holding Corp)

Reliance on Exemptions. The Such Buyer understands that the Securities Shares are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of the United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the SecuritiesShares.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Gef Optical Investment Co LLC), Securities Purchase Agreement (Essex Corporation), Securities Purchase Agreement (Essex Corporation)

AutoNDA by SimpleDocs

Reliance on Exemptions. The Buyer understands that the Securities are being ---------------------- offered and sold to it in reliance upon on specific exemptions from the registration requirements of the applicable United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s 's compliance with, the representations, warranties, agreementsacknowledgments, acknowledgments understandings, agreements and understandings covenants of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Nanopierce Technologies Inc), Securities Purchase Agreement (Intercell Corp), Securities Purchase Agreement (Intercell Corp)

Reliance on Exemptions. The Each Buyer understands that the Securities are being Warrants and the Warrant Shares may be offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the SecuritiesWarrants and the Warrant Shares.

Appears in 3 contracts

Samples: Securities Purchase Agreement (xG TECHNOLOGY, INC.), Securities Purchase Agreement (xG TECHNOLOGY, INC.), Securities Purchase Agreement (xG TECHNOLOGY, INC.)

Reliance on Exemptions. The Buyer understands that the Securities interests in the Note are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securitiessuch securities.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Platina Energy Group Inc.), Securities Purchase Agreement (Platina Energy Group Inc.), Securities Purchase Agreement (Vortex Resources Corp.)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is Issuer Parties are relying in part upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 3 contracts

Samples: Registration Rights Agreement (Us Concrete Inc), Note Purchase Agreement (Yrc Worldwide Inc), Note Purchase Agreement (Us Concrete Inc)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Q BioMed Inc.), Securities Purchase Agreement (Q BioMed Inc.), Securities Purchase Agreement (Top Ships Inc.)

Reliance on Exemptions. The Buyer Purchaser understands that the Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securitieslaws.

Appears in 3 contracts

Samples: Securities Purchase Agreement (CareView Communications Inc), Securities Purchase Agreement (MEI Pharma, Inc.), Securities Purchase Agreement (Horizon Pharma, Inc.)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments acknowledgements and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Max Sound Corp), Securities Purchase Agreement (Max Sound Corp), Securities Purchase Agreement (NYXIO TECHNOLOGIES Corp)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Enzon Inc), Form of Securities Purchase Agreement (Neorx Corp), Securities Purchase Agreement (Network Imaging Corp)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 3 contracts

Samples: Securities Purchase Agreement (ARJ Consulting, LLC), Securities Purchase Agreement (Verus International, Inc.), Securities Purchase Agreement (Verus International, Inc.)

Reliance on Exemptions. The Buyer understands that the Securities Shares are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company Seller is relying in part upon the truth and accuracy of, and the Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the SecuritiesShares.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Telecom Communications Inc), Stock Purchase Agreement (Telecom Communications Inc), Stock Purchase Agreement (Telecom Communications Inc)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.. d.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Bare Metal Standard Inc.), Securities Purchase Agreement (McTc Holdings, Inc.), Securities Purchase Agreement (eWELLNESS HEALTHCARE Corp)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is and CPPT are relying upon the truth and accuracy of, and the Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Compuprint Inc), Securities Purchase Agreement (Compuprint Inc), Securities Purchase Agreement (Compuprint Inc)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Kiora Pharmaceuticals Inc), Securities Purchase Agreement (Aridis Pharmaceuticals, Inc.), Securities Purchase Agreement (Westwater Resources, Inc.)

Reliance on Exemptions. The Each Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws Laws and that the Company is relying upon the truth and accuracy of, and the each Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the each Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the each Buyer to acquire the Securities.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Crossroads Systems Inc), Securities Purchase Agreement (Crossroads Systems Inc), Securities Purchase Agreement (Crossroads Systems Inc)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it Buyer in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 3 contracts

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

Reliance on Exemptions. The Such Buyer understands that the Subsequently Purchased Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Subsequently Purchased Securities.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Workhorse Group Inc.), Securities Purchase Agreement (Astra Space, Inc.)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments acknowledgments, and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Propanc Biopharma, Inc.), Securities Purchase Agreement (DarkPulse, Inc.)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the Such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Atomera Inc), Securities Purchase Agreement (Mears Technologies Inc)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and Canadian United States securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Hemp Naturals, Inc.), Securities Purchase Agreement (Hemp Naturals, Inc.)

Reliance on Exemptions. The Buyer Seller understands that the Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company Buyer is relying upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer representations and warranties of Seller set forth herein in this Section 3.21 in order to determine the availability of such exemptions and the eligibility of the Buyer Seller to acquire the Securities.

Appears in 2 contracts

Samples: Asset Purchase Agreement (NMS Communications Corp), Asset Purchase Agreement (Verso Technologies Inc)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.. The Buyer understands that the Company was formerly a

Appears in 2 contracts

Samples: Securities Purchase Agreement (Edgemode, Inc.), Securities Purchase Agreement (Edgemode, Inc.)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company Seller is relying upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Terra Energy & Resource Technologies, Inc.), Securities Purchase Agreement (Terra Energy & Resource Technologies, Inc.)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company Partnership is relying in part upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Emerge Energy Services LP), Securities Purchase Agreement

Reliance on Exemptions. The Buyer understands that the Securities Shares are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the SecuritiesShares.

Appears in 2 contracts

Samples: Securities Purchase Agreement (ARJ Consulting, LLC), Securities Purchase Agreement (Verus International, Inc.)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments acknowledgments, and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Kona Gold Beverage, Inc.), Securities Purchase Agreement (Kona Gold Beverage, Inc.)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securitiessuch securities.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Flewber Global Inc.), Securities Purchase Agreement (AlphaPoint Technology, Inc.)

Reliance on Exemptions. The Such Buyer understands that the Securities to be acquired by it hereunder are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the such Securities.

Appears in 2 contracts

Samples: Unit Purchase Agreement (Bonds.com Group, Inc.), Unit Purchase Agreement (Bonds.com Group, Inc.)

Reliance on Exemptions. The Buyer Seller understands that the Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company Buyer is relying upon the truth and accuracy of, and the BuyerSeller’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer Seller set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer Seller to acquire the Securities.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Ability Inc.), Stock Purchase Agreement (Ability Inc.)

Reliance on Exemptions. The Such Buyer understands that the Offered Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Offered Securities.

Appears in 2 contracts

Samples: Subordination Agreement (Tontine Capital Partners L P), Agreement and the Rights And (Patrick Industries Inc)

Reliance on Exemptions. The Buyer understands that the Securities ----------------------- are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Isecuretrac Corp), Exhibit 99 (Paving Stone Corp)

Reliance on Exemptions. The Buyer understands that the Securities Shares are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securitiessuch securities.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Apollo Acquisition Corp), Stock Purchase Agreement (Hybrid Kinetic Automotive Holdings, LLC)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of the United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein and in the applicable Warrant in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the Securities.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Manufacturers Services LTD), Securities Purchase Agreement (Manufacturers Services LTD)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it him in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securitiessuch securities.

Appears in 2 contracts

Samples: Securities Purchase Agreement (LevelBlox, Inc.), Securities Purchase Agreement (LevelBlox, Inc.)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.. d.

Appears in 2 contracts

Samples: Securities Purchase Agreement (McTc Holdings, Inc.), Securities Purchase Agreement (Minerco Resources, Inc.)

Reliance on Exemptions. The Such Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of the United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securitiesexemptions.

Appears in 2 contracts

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

Reliance on Exemptions. The Each Buyer understands that the Securities Shares are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the SecuritiesShares.

Appears in 2 contracts

Samples: Securities Purchase Agreement (THUMZUP MEDIA Corp), Securities Purchase Agreement (THUMZUP MEDIA Corp)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is and the Issuer are relying in part upon the truth and accuracy of, and the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 2 contracts

Samples: Securities Subscription Agreement (Insignia Solutions PLC), Securities Subscription Agreement (Insignia Solutions PLC)

Reliance on Exemptions. The Buyer understands that the Securities are being offered and sold to it in reliance upon specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying upon the truth and accuracy of, and the Buyer’s compliance with, the representationsrepresentations , warranties, agreements, acknowledgments and understandings of the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the Buyer to acquire the Securities.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Hpil Holding), Securities Purchase Agreement (Gopher Protocol Inc.)

Reliance on Exemptions. The Buyer understands that the Securities Shares are being offered and sold to it in reliance upon on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of the such Buyer to acquire the SecuritiesShares.

Appears in 2 contracts

Samples: Share Purchase Agreement (Recon Technology, LTD), Share Purchase Agreement (Dehaier Medical Systems LTD)

Time is Money Join Law Insider Premium to draft better contracts faster.