Acknowledgement regarding Registration in the U.S. Each of the Vendors acknowledges, that such Vendor is aware that the Consideration Shares have not been and will not be registered under the U.S. Securities Act or the securities laws of any state and may not be offered or sold, directly or indirectly, in the United States without registration under the U.S. Securities Act and the applicable laws of all applicable states or an exemption from such registration requirements and such Vendor acknowledges that Xxxxxx has no present intention of filing a registration statement under the U.S. Securities Act in respect of the Xxxxxx Shares.
Acknowledgement regarding Registration in the U.S. The Target acknowledges that the Acquiror Shares issued as the Consideration under this Agreement have not been and will not be registered under the U.S. Securities Act or the securities laws of any state and may not be offered or sold, directly or indirectly, in the United States without registration under the U.S. Securities Act and the applicable laws of all applicable states or an exemption from such registration requirements, and the Target acknowledges that the Acquiror has no present intention of filing a registration statement under the U.S. Securities Act in respect of the Acquiror Shares.
