Reliance on Exemptions. The Holder understands that the Exchange is being made 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange Securities.
Appears in 15 contracts
Samples: Exchange Agreement (Greenwave Technology Solutions, Inc.), Exchange Agreement (Greenwave Technology Solutions, Inc.), Exchange Agreement (Greenwave Technology Solutions, Inc.)
Reliance on Exemptions. The Holder understands that the Exchange is being made 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 the each Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the each Holder to complete the Exchange and to acquire the Exchange Securities.
Appears in 10 contracts
Samples: Exchange Agreement (Ascent Solar Technologies, Inc.), Exchange Agreement (Ascent Solar Technologies, Inc.), Exchange Agreement (Electronic Cigarettes International Group, Ltd.)
Reliance on Exemptions. The Holder understands that the Exchange is Securities are being made offered and exchanged 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein and in the Exchange Documents in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange Securities.
Appears in 9 contracts
Samples: Exchange Agreement (Inpixon), Amendment and Exchange Agreement (Reliance Global Group, Inc.), Amendment and Exchange Agreement (Reliance Global Group, Inc.)
Reliance on Exemptions. The Holder understands that the Exchange is Exchanged Securities are being made offered and exchanged 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein and in the Exchange Documents in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange Exchanged Securities.
Appears in 6 contracts
Samples: Exchange Agreement (Guided Therapeutics Inc), And Exchange Agreement (Pacific Ethanol, Inc.), Second Amendment and Exchange Agreement (Pacific Ethanol, Inc.)
Reliance on Exemptions. The Holder understands that the Exchange Note is being made offered and exchanged 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein and in the Exchange Documents in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesNote.
Appears in 6 contracts
Samples: And Exchange Agreement, October 2018 Amendment and Exchange Agreement (Helios & Matheson Analytics Inc.), Exchange Agreement (Precipio, Inc.)
Reliance on Exemptions. The Holder understands that the Exchange is Securities are being made offered and issued 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange Securities.
Appears in 5 contracts
Samples: Exchange Agreement (Sysorex, Inc.), Form of Exchange Agreement (Taronis Fuels, Inc.), Exchange Agreement (Taronis Technologies, Inc.)
Reliance on Exemptions. The Holder understands that the Exchange is being made 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire its pro-rata portion of the Exchange Securities.
Appears in 5 contracts
Samples: Exchange Agreement (AMEDICA Corp), Exchange Agreement (AMEDICA Corp), Exchange Agreement (Immune Pharmaceuticals Inc)
Reliance on Exemptions. The Holder understands that the Exchange is Shares are being made offered and sold to Holder in reliance on upon 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 Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesShares.
Appears in 4 contracts
Samples: Debt Conversion Agreement (Reliability Inc), Debt Conversion Agreement (Reliability Inc), Debt Conversion Agreement (Reliability Inc)
Reliance on Exemptions. The Holder understands that the Exchange is being made 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 the Holder’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesSecurity.
Appears in 4 contracts
Samples: Exchange Agreement (Rocky Mountain High Brands, Inc.), Exchange Agreement (Rocky Mountain High Brands, Inc.), Exchange Agreement (Rocky Mountain High Brands, Inc.)
Reliance on Exemptions. The Holder understands that the Exchange is Shares are being made offered and exchanged 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein and in the Exchange Documents in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesShares.
Appears in 4 contracts
Samples: Exchange Agreement (XTI Aerospace, Inc.), Exchange Agreement (XTI Aerospace, Inc.), Exchange Agreement (XTI Aerospace, Inc.)
Reliance on Exemptions. The Holder understands that the Exchange is Shares are being made offered in the Exchange 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesShares.
Appears in 2 contracts
Samples: Exchange Agreement (Enphase Energy, Inc.), Exchange Agreement (Enphase Energy, Inc.)
Reliance on Exemptions. The Holder understands that the Exchange is Notes are being made offered and exchanged 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein and in the Exchange Documents in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesNotes.
Appears in 2 contracts
Samples: Securities Purchase Agreement, Securities Purchase Agreement (Helios & Matheson Analytics Inc.)
Reliance on Exemptions. The Holder understands that the Exchange is Shares are being made offered and exchanged 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein and in the other Exchange Documents in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesShares.
Appears in 2 contracts
Samples: Exchange Agreement (Fuelcell Energy Inc), Consent and Waiver (Fuelcell Energy Inc)
Reliance on Exemptions. The Such Holder understands that the Exchange is being made 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 the such Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the such Holder to complete the Exchange and to acquire the Exchange New Primary Securities.
Appears in 2 contracts
Samples: Exchange Agreement (Faraday Future Intelligent Electric Inc.), Exchange Agreement (Faraday Future Intelligent Electric Inc.)
Reliance on Exemptions. The Holder understands that the Exchange is Stock are being made offered and exchanged 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein and in this Agreement in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesStock.
Appears in 2 contracts
Samples: Exchange Agreement (China Recycling Energy Corp), Exchange Agreement (China Recycling Energy Corp)
Reliance on Exemptions. The Holder understands that the Exchange is being made 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesWarrant (and upon exercise of the Exchange Warrant, the Warrant Shares).
Appears in 2 contracts
Samples: Exchange Agreement (Infinity Energy Resources, Inc), Exchange Agreement (Infinity Energy Resources, Inc)
Reliance on Exemptions. The Holder understands that the Exchange is Shares are being made offered and exchanged 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesShares.
Appears in 2 contracts
Samples: Amendment and Exchange Agreement (AMERI Holdings, Inc.), Exchange Agreement (US Dry Cleaning Services Corp)
Reliance on Exemptions. The Such Holder understands that the Exchange is being made 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 the such Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the such Holder to complete the Exchange and to acquire the Exchange SecuritiesShares.
Appears in 2 contracts
Samples: Exchange Agreement (Faraday Future Intelligent Electric Inc.), Exchange Agreement (Faraday Future Intelligent Electric Inc.)
Reliance on Exemptions. The Holder understands that the Exchange Warrant is being made offered and exchanged 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesWarrant.
Appears in 1 contract
Reliance on Exemptions. The Holder understands that the Exchange is being made 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 the each Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the each Holder to complete the Exchange and to acquire the Exchange SecuritiesShares and New Promissory Note.
Appears in 1 contract
Reliance on Exemptions. The Holder understands that the Exchange is being made 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesNote.
Appears in 1 contract
Samples: Exchange Agreement (Spectrum Global Solutions, Inc.)
Reliance on Exemptions. The Holder understands that the Exchange is Shares are being made 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesShares.
Appears in 1 contract
Samples: Exchange Agreement (Viggle Inc.)
Reliance on Exemptions. The Holder understands that the Exchange is being made 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 the Holder’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesShares.
Appears in 1 contract
Reliance on Exemptions. The Holder understands that the Exchange is Shares are being made offered and exchanged in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company Local is relying in part upon the truth and accuracy of, and the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein and in the Exchange Documents in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesShares.
Appears in 1 contract
Samples: Exchange Agreement (LOCAL Corp)
Reliance on Exemptions. The Holder understands that the Exchange Exchanged Warrant is being made offered and exchanged 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein and in the Exchange Documents in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesExchanged Warrant.
Appears in 1 contract
Samples: Second Amendment and Warrant Exchange Agreement (American Superconductor Corp /De/)
Reliance on Exemptions. The Holder understands that the Exchange Note is being made offered and exchanged 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein and in the other Exchange Documents in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesNote.
Appears in 1 contract
Samples: Exchange Agreement (BIT ORIGIN LTD)
Reliance on Exemptions. The Holder understands that the Exchange is Exchanged Shares are being made offered and exchanged 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesExchanged Shares.
Appears in 1 contract
Reliance on Exemptions. The Preferred Holder understands that the Exchange is being made 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 the Preferred Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Preferred Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Preferred Holder to complete the Exchange and to acquire the Exchange Securities.
Appears in 1 contract
Samples: Modification and Exchange Agreement (Allarity Therapeutics, Inc.)
Reliance on Exemptions. The Holder understands that the Exchange is Securities are being made offered and exchanged 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein and in the other Exchange Documents in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange Securities.
Appears in 1 contract
Samples: Exchange Agreement (Amyris, Inc.)
Reliance on Exemptions. The Holder understands that the Exchange is Exchanges are being made 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange Exchanges and to acquire the Exchange SecuritiesRights (and upon exercise of the Rights, the Rights Shares).
Appears in 1 contract
Samples: Settlement Agreement (American Virtual Cloud Technologies, Inc.)
Reliance on Exemptions. The Holder understands that the Exchange is being made 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesNew Warrant.
Appears in 1 contract
Reliance on Exemptions. The Holder understands that the Exchange is being made 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesCorrected Warrant.
Appears in 1 contract
Reliance on Exemptions. The Holder understands that the Exchange is being made 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesShares.
Appears in 1 contract
Samples: Exchange and Settlement Agreement (Infinity Energy Resources, Inc)
Reliance on Exemptions. The Holder understands that the Exchange is Shares are being made offered and exchanged 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 the Holder’s Holderªs compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein and in this Agreement in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesShares.
Appears in 1 contract
Samples: Exchange Agreement (Sphere 3D Corp)
Reliance on Exemptions. The Holder understands that the Exchange is being made 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesRight (and upon exercise of the Rights, the Rights Shares).
Appears in 1 contract
Samples: Exchange Agreement (American Virtual Cloud Technologies, Inc.)
Reliance on Exemptions. The Holder understands that the Exchange is being made 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 the each Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the each Holder to complete the Exchange and to acquire the Exchange SecuritiesShares.
Appears in 1 contract
Samples: Agreement (Intercloud Systems, Inc.)
Reliance on Exemptions. The Each Holder understands that the Exchange is being made 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 the each Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the each Holder to complete the Exchange and to acquire the Exchange SecuritiesShares.
Appears in 1 contract
Reliance on Exemptions. The Holder understands that the Exchange is being made 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesPreferred Stock.
Appears in 1 contract
Samples: Exchange Agreement (VNUE, Inc.)
Reliance on Exemptions. The Holder understands that the Exchange is Shares are being made offered and sold to the Holder in reliance on upon 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 Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesShares.
Appears in 1 contract
Samples: Securities Exchange Agreement (W Technologies, Inc.)
Reliance on Exemptions. The Holder understands that the Exchange Warrant is being made offered and exchanged 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein and in the Exchange Documents in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesWarrant.
Appears in 1 contract
Samples: Third Amendment and Exchange Agreement (Cosmos Holdings Inc.)
Reliance on Exemptions. The Holder understands that the Exchange is being made 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 the Holder’s 's compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange Securities.
Appears in 1 contract
Reliance on Exemptions. The Such Holder understands that the Exchange is being made in reliance on specific exemptions from the registration requirements of the United States federal and applicable state securities laws and that the Company is relying in part upon the truth and accuracy of, and the such Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the such Holder to complete the Exchange and to acquire the Exchange SecuritiesWarrant.
Appears in 1 contract
Reliance on Exemptions. The Such Holder understands that the Exchange is being made in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is Companies are relying in part upon the truth and accuracy of, and the such Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the such Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the such Holder to complete the Exchange and to acquire the Exchange SecuritiesNotes.
Appears in 1 contract
Samples: Exchange Agreement (Digital Health Acquisition Corp.)
Reliance on Exemptions. The Holder understands that the Exchange is being made 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesNew Primary Securities (and upon exercise of the Rights, the Rights Shares, as applicable).
Appears in 1 contract
Samples: And Exchange Agreement (RiskOn International, Inc.)
Reliance on Exemptions. The Holder understands that the Exchange Warrant is being made offered and exchanged 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein and in the Exchange Documents in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesNote.
Appears in 1 contract
Reliance on Exemptions. The Holder understands that the Exchange is being made 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 the Holder’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of the Holder set forth herein in order to determine the availability of such exemptions and the eligibility of the Holder to complete the Exchange and to acquire the Exchange SecuritiesNotes.
Appears in 1 contract