Common use of Reliance on Exemptions Clause in Contracts

Reliance on Exemptions. Each Buyer understands that the Convertible Debentures are being offered and sold to it in reliance 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 such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 73 contracts

Samples: Securities Purchase Agreement (Dynamic Leisure Corp), Securities Purchase Agreement (Ignis Petroleum Group, Inc.), Securities Purchase Agreement (Buckeye Ventures, Inc.)

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Reliance on Exemptions. Each Buyer understands that the ------------------------ Convertible Debentures are being offered and sold to it in reliance 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 such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Intrepid Technology & Resource Inc), Securities Purchase Agreement (Falcon Natural Gas Corp), Securities Purchase Agreement (Ns8 Corp)

Reliance on Exemptions. Each The Buyer understands that the Convertible Debentures are being offered and sold to it in reliance 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 such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Ocean Power Corp), Securities Purchase Agreement (Radial Energy, Inc.), Securities Purchase Agreement (Radial Energy, Inc.)

Reliance on Exemptions. Each Buyer understands that the Convertible Redeemable Debentures are being offered and sold to it in reliance 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 such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 4 contracts

Samples: Securities Purchase Agreement (National Automation Services Inc), Securities Purchase Agreement (National Automation Services Inc), Securities Purchase Agreement (National Automation Services Inc)

Reliance on Exemptions. Each Buyer understands that the Convertible Debentures are being offered and sold to it in reliance 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 such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 3 contracts

Samples: Securities Purchase Agreement (MobiVentures Inc.), Debenture Purchase Agreement (Lithium Technology Corp), Debenture Purchase Agreement (Lithium Technology Corp)

Reliance on Exemptions. Each Buyer understands that the Convertible Secured Debentures are being offered and sold to it in reliance 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 such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Cmark International Inc), Securities Purchase Agreement (Cmark International Inc), Securities Purchase Agreement (Cmark International Inc)

Reliance on Exemptions. Each The Buyer understands that the Convertible Debentures are being offered and sold to it in reliance 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 such the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such the Buyer to acquire such securities.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Novo Energies Corp), Securities Purchase Agreement (New Media Lottery Services Inc)

Reliance on Exemptions. Each Buyer understands that the Convertible Debentures and the Warrants are being offered and sold to it in reliance 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 such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Cenuco Inc), Securities Purchase Agreement (First Look Studios Inc)

Reliance on Exemptions. Each The Buyer understands that the Convertible Debentures are being offered and sold to it in reliance 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 such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Advaxis, Inc.), Securities Purchase Agreement (Barnabus Energy, Inc.)

Reliance on Exemptions. Each Buyer understands that the Convertible Debentures are Debenture is being offered and sold to it in reliance 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 such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Transax International LTD), Securities Purchase Agreement (Transax International LTD)

Reliance on Exemptions. Each The Buyer understands that the Convertible Debentures are being offered and sold to it in reliance 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 such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Fox Petroleum Inc.), Securities Purchase Agreement (Environment Ecology Holding Co of China)

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

Appears in 2 contracts

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

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

Appears in 2 contracts

Samples: Securities Purchase Agreement (Tcpi Inc), Securities Purchase Agreement (Jagnotes Com)

Reliance on Exemptions. Each Buyer understands that the Convertible Debentures and Warrants are being offered and sold to it in reliance 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 such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Worldgate Communications Inc), Securities Purchase Agreement (Waste2Energy Holdings, Inc.)

Reliance on Exemptions. Each Buyer understands that the Convertible Debentures are being offered and sold to it in reliance 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 such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Advanced Viral Research Corp), Securities Purchase Agreement (Advanced Viral Research Corp)

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

Appears in 1 contract

Samples: Securities Purchase Agreement (Cyco Net Inc)

Reliance on Exemptions. Each Buyer understands that the Convertible Debentures and the Warrants are being offered and sold to it in reliance 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 such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.the

Appears in 1 contract

Samples: Securities Purchase Agreement (Xinhua China LTD)

Reliance on Exemptions. Each Such Buyer understands that the Convertible Debentures and the Conversion Shares are being offered and sold to it in reliance 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 such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cityview Energy Corp LTD)

Reliance on Exemptions. Each Buyer understands that the Convertible Debentures and the Warrant are being offered and sold to it in reliance 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 such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 1 contract

Samples: Securities Purchase Agreement (Nanoscience Technologies Inc)

Reliance on Exemptions. Each Buyer understands The Buyers understand that the Convertible Debentures are being offered and sold to it in reliance 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 such Buyer’s Buyers compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer Buyers set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer Buyers to acquire such securities.

Appears in 1 contract

Samples: Securities Purchase Agreement (Smartire Systems Inc)

Reliance on Exemptions. Each The Buyer understands that the Convertible Debentures Debenture are being offered and sold to it in reliance 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 such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 1 contract

Samples: Securities Purchase Agreement (Mobilepro Corp)

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

Appears in 1 contract

Samples: Securities Purchase Agreement (Condor Capital Inc)

Reliance on Exemptions. Each Buyer understands that the Convertible ---------------------- Debentures are being offered and sold to it in reliance 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 such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 1 contract

Samples: Securities Purchase Agreement (Falcon Natural Gas Corp)

Reliance on Exemptions. Each Such Buyer understands that the Convertible Debentures ---------------------- and Conversion Shares are being offered and sold to it in reliance 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 such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 1 contract

Samples: Securities Purchase Agreement (Saf T Lok Inc)

Reliance on Exemptions. Each Buyer understands that the Convertible Debentures Debenture are being offered and sold to it in reliance 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 such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 1 contract

Samples: Securities Purchase Agreement (Global Concepts, Ltd.)

Reliance on Exemptions. Each The Buyer understands that the Convertible Debentures are Debenture is being offered and sold to it in reliance on upon 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 such the Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of such the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such the Buyer to acquire such securitiesthe Debenture.

Appears in 1 contract

Samples: Securities Purchase Agreement (Sg Blocks, Inc.)

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Reliance on Exemptions. Each Buyer understands that the Convertible ------------------------ Debentures are being offered and sold to it in reliance 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 such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 1 contract

Samples: Securities Purchase Agreement (Donobi Inc)

Reliance on Exemptions. Each Buyer understands that the Convertible Debentures and the Warrants are being offered and sold to it in reliance 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 such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.. (d)

Appears in 1 contract

Samples: Securities Purchase Agreement (Xinhua China LTD)

Reliance on Exemptions. Each Buyer understands that the Convertible Debentures and Shares are being offered and sold to it in reliance 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 such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 1 contract

Samples: Securities Purchase Agreement (StrikeForce Technologies Inc.)

Reliance on Exemptions. Each Buyer understands that the ----------------------- Convertible Debentures are being offered and sold to it in reliance 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 such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 1 contract

Samples: Securities Purchase Agreement (Hyperdynamics Corp)

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

Appears in 1 contract

Samples: Securities Purchase Agreement (Thinkpath Inc)

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

Appears in 1 contract

Samples: Securities Purchase Agreement (Wentworth Energy, Inc.)

Reliance on Exemptions. Each Such Buyer understands that the Convertible Debentures and Conversion Shares are being offered and sold to it in reliance 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 such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 1 contract

Samples: Securities Purchase Agreement (Saf T Lok Inc)

Reliance on Exemptions. Each Buyer understands that the ---------------------- Convertible Debentures are being offered and sold to it in reliance 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 such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 1 contract

Samples: Securities Purchase Agreement (Roanoke Technology Corp)

Reliance on Exemptions. Each The Buyer understands that the Convertible Debentures are being offered and sold to it in reliance on upon 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 such the Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of such the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such the Buyer to acquire such securitiesthe Debentures.

Appears in 1 contract

Samples: Securities Purchase Agreement (Immunogen Inc)

Reliance on Exemptions. Each Buyer The Purchaser understands that the Convertible Debentures are being offered and sold to it in reliance 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 such Buyerthe Purchaser’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer the Purchaser set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer Purchaser to acquire such securities.

Appears in 1 contract

Samples: Purchase Agreement (Delek Resources, Inc.)

Reliance on Exemptions. Each The Buyer understands that the ------------------------ Convertible Debentures Debenture and the Warrants are being offered and sold to it in reliance 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 such the Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of such the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such the Buyer to acquire such securities.

Appears in 1 contract

Samples: Securities Purchase Agreement (Charys Holding Co Inc)

Reliance on Exemptions. Each Buyer understands that the Convertible Debentures and Warrants are being offered and sold to it in reliance 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 such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securitiesthe Convertible Debentures and Warrants.

Appears in 1 contract

Samples: Securities Purchase Agreement (Unicorp Inc /New)

Reliance on Exemptions. Each Buyer understands that the Convertible Debentures and the Warrants are being offered and sold to it in reliance 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 such Buyer’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer {00079355.10 / 0860-108} set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cenuco Inc)

Reliance on Exemptions. Each The Buyer understands that ----------------------- the Convertible Debentures Debenture and the Warrants are being offered and sold to it in reliance 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 such the Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of such the Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such the Buyer to acquire such securities.

Appears in 1 contract

Samples: Securities Purchase Agreement (Charys Holding Co Inc)

Reliance on Exemptions. Each Buyer understands that the Convertible Debentures and the Warrants are being offered and sold to it in reliance 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 such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 1 contract

Samples: Securities Purchase Agreement (Oxford Ventures Inc)

Reliance on Exemptions. Each The Buyer understands that the Convertible Debentures are Debenture is being offered and sold to it in reliance 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 such Buyer’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Buyer set forth herein in order to determine the availability of such exemptions and the eligibility of such Buyer to acquire such securities.

Appears in 1 contract

Samples: Securities Purchase Agreement (Smartire Systems Inc)

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

Appears in 1 contract

Samples: Restructuring Agreement (GS Cleantech Corp)

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