Compliance with Regulation S Sample Clauses

Compliance with Regulation S. The Purchaser has been advised and acknowledges that in issuing and selling the Purchased Shares to the Purchaser pursuant hereto, the Company is relying upon the exemption from registration provided by Regulation S. The Purchaser is acquiring the Purchased Shares in a Category 1 offshore transaction in reliance upon the exemption from registration provided by Regulation S.
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Compliance with Regulation S. The sale of the Shares shall be made in accordance with the provisions and requirements of Regulation S and any applicable federal, state or provincial securities law. The Company shall make any necessary SEC or other regulatory filings required to be made by the Company in connection with the sale of the Shares to the Purchaser as required by all applicable federal, state and provincial laws, and shall provide a copy thereof to the Purchaser upon request.
Compliance with Regulation S. The purchase of the Shares shall be made in accordance with the provisions and requirements of Regulation S and any applicable federal, state or provincial securities law. The Purchaser’s trading and distribution activities with respect to shares of the Company’s Common Stock shall be in compliance with all applicable federal, state and provincial securities laws, rules and regulations and rules and regulations of the Principal Market on which the Company’s Common Stock is listed including, without limitation, Regulation S.
Compliance with Regulation S. The Company, the Guarantors and their respective affiliates and all persons acting on their behalf (other than the Initial Purchasers, as to whom the Company and the Guarantors make no representation) have complied with and will comply with the offering restrictions requirements of Regulation S in connection with the offering of the Securities outside the United States and, in connection therewith, the Offering Memorandum will contain the disclosure required by Rule 902(g)(2) of the Securities Act.
Compliance with Regulation S. Each party shall comply with all of the terms of SEC Rule 903(b)(3) required of it with respect to the Shares.
Compliance with Regulation S. All offers and sales of Securities by the Subscriber in the United States or to U.S. Persons or otherwise whether prior to the expiration or after the expiration of the applicable restricted period shall be made only pursuant to a registration of the Securities under the Securities Act or an exemption from registration, and in compliance with Regulation S.
Compliance with Regulation S. The Purchaser has no reason to believe, and does not believe, that the sale of the Shares does not comply with the requirements of Regulation S.
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Compliance with Regulation S. The Issuers will not register any transfer of the Securities not made in accordance with the provisions of Regulation S (unless otherwise in compliance with the Securities Act) and not, except in accordance with the provisions of Regulation S, if applicable, issue any such Securities in the form of definitive securities in connection with the Securities offered and sold in an offshore transaction (as defined in Regulation S).
Compliance with Regulation S. The Corporation represents and warrants that it has complied, and covenants that until the end of the applicable Regulation S restricted period it will comply with all of the requirements of Rule 903(a), (b) and (c)(3) of Regulation S applicable to the Corporation with respect to the offer and sale of the Shares, including but not limited to the requirement not to engage in any "directed selling efforts" (as defined in Regulation S) in the United States with respect to the Shares.
Compliance with Regulation S. None of the Company, its affiliates, or any person acting on its or their behalf will engage in any directed selling efforts (within the meaning of Regulation S under the Securities Act) with respect to the Securities; and each of them will comply with the offering restrictions requirement of Regulation S under the Securities Act.
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