Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Holder contained herein, the offer and issuance by the Company of the Exchange Note is exempt from registration under the 1933 Act pursuant to the exemption provided by Section 4(a)(2) and Rule 144(d)(iii)(2) thereof.
Appears in 3 contracts
Samples: Exchange Agreement (Precipio, Inc.), Exchange Agreement, Exchange Agreement
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Holder contained herein, the offer and issuance by the Company of the Exchange Note Shares is exempt from registration under the 1933 Act pursuant to the exemption provided by Section 4(a)(2) and Rule 144(d)(iii)(23(a)(9) thereof.
Appears in 3 contracts
Samples: Exchange Agreement (XTI Aerospace, Inc.), Consent and Waiver (Fuelcell Energy Inc), Exchange Agreement (Fuelcell Energy Inc)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Holder contained herein, the offer and issuance by the Company of the Exchange Note Shares in accordance herewith is exempt from registration under the 1933 Act pursuant to the exemption provided by Section 4(a)(2) and Rule 144(d)(iii)(23(a)(9) thereof. The Company acknowledges and agrees that no cash consideration shall be paid, or be required to be paid, directly, or indirectly, by the Holder to the Company in connection with the Exchange.
Appears in 3 contracts
Samples: Exchange Agreement (Assure Holdings Corp.), Exchange Agreement (Assure Holdings Corp.), Exchange Agreement (Akerna Corp.)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Holder contained herein, the offer and issuance by the Company of the Exchange Note Securities is exempt from registration under the 1933 Act pursuant to the exemption provided by Section 4(a)(2) and Rule 144(d)(iii)(2) thereof.
Appears in 2 contracts
Samples: Exchange Agreement (ShiftPixy, Inc.), Exchange Agreement (Delcath Systems, Inc.)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Holder contained herein, the offer and issuance by the Company of the Exchange Note is exempt from registration under the 1933 Securities Act pursuant to the exemption provided by Section 4(a)(2) and Rule 144(d)(iii)(23(a)(9) thereof.
Appears in 2 contracts
Samples: And Exchange Agreement, October 2018 Amendment and Exchange Agreement (Helios & Matheson Analytics Inc.)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Holder contained herein, the offer and issuance by the Company of the Exchange Note Shares is exempt from registration under the 1933 Act pursuant to the exemption provided by Section 4(a)(2) and Rule 144(d)(iii)(23(a)(9) thereof.
Appears in 1 contract
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Holder contained herein, the offer and issuance by the Company of the Exchange Note Securities is exempt from registration under the 1933 Securities Act pursuant to the exemption provided by Section 4(a)(2) and Rule 144(d)(iii)(2144(d)(3)(ii) thereof.
Appears in 1 contract
Samples: Third Amendment and Exchange Agreement (Helios & Matheson Analytics Inc.)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Holder contained herein, the offer and issuance by the Company of the Exchange Exchanged Note is exempt from registration under the 1933 Securities Act pursuant to the exemption provided by Section 4(a)(2) and Rule 144(d)(iii)(23(a)(9) thereof.
Appears in 1 contract
Samples: Amendment and Exchange Agreement (American Superconductor Corp /De/)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Holder contained herein, the offer and issuance by the Company of the Exchange New Note is exempt from registration under the 1933 Act Act, pursuant to the exemption provided by Section 4(a)(2) and Rule 144(d)(iii)(23(a)(9) thereof, and applicable state securities laws.
Appears in 1 contract
Samples: Exchange Agreement (Chain Bridge I)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Holder Investor contained herein, the offer and issuance by the Company of the Exchange Note issuance of the Shares is exempt from registration under the 1933 Act pursuant to the exemption provided by Section 4(a)(23(a)(9) of the 1933 Act and the exemption provided by Rule 144(d)(iii)(2) thereof506 of Regulation D promulgated under the 0000 Xxx.
Appears in 1 contract
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Holder contained herein, the offer and issuance by the Company of the Exchange Note Securities is exempt from registration under the 1933 Act pursuant to the exemption provided by Section 4(a)(2) and Rule 144(d)(iii)(23(a)(9) thereof.
Appears in 1 contract
Samples: Exchange Agreement (Inpixon)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Holder contained herein, the offer and issuance by the Company of the Exchange Note Shares is exempt from registration under the 1933 Securities Act pursuant to the exemption provided by Section 4(a)(2) and Rule 144(d)(iii)(2144(d)(3)(ii) thereof.
Appears in 1 contract
Samples: Exchange Agreement (Sphere 3D Corp)