Extent of Offering. Subject in part to the truth and accuracy of the Purchaser's representations set forth in Article 3 of this Agreement, the offer, sale and issuance of the Shares as contemplated by this Agreement are exempt from the registration requirements of the Securities Act and of each state where the Shares are offered or sold, and neither the Company nor, to the best of the Company's knowledge, any agent acting on its behalf, will take any action hereafter that would cause the loss of such exemption.
Extent of Offering. Except as contemplated in this Agreement, neither the Corporation, nor any agent acting on its behalf, has offered or will offer or solicit any offers to sell any securities to any person or persons so as to require the issuance or sale of the Stock to be registered to the provisions of ss. 5 of the Securities Act, or prevent the Corporation from utilizing the provisions of ss. 4(2) or Regulation D of the Securities Act or any applicable state securities law exemption from qualification.
Extent of Offering. Subject in part to the truth and accuracy of the undersigned's representations set forth in Section 2 of this Subscription Agreement and the compliance by all agents of the Company with Rule 503(c) of Regulation D ("Regulation D") promulgated under the Securities Act of 1933, as amended (the "Securities Act"), the offer, sale and issuance of the shares of Common Stock as contemplated by this Subscription Agreement (the "Shares") are exempt from the registration requirements of the Securities Act and are exempt or the Company has complied with registration requirements of each state where the Shares are offered or sold, and the Company will not take any action hereafter that would cause the loss of such exemption or registration;
Extent of Offering. No Credit Party, nor any agent acting on any Credit Party’s behalf, has offered or will offer or solicit any offers to buy any securities from, any Person or Persons so as to require the issuance or sale of the Securities to be registered pursuant to the provisions of Section 5 of the Securities Act or prevent Parent and Borrower from utilizing the provisions of Section 25102(f) of the California Corporate Securities Law of 1968 or any other applicable state securities law exemption from qualification.
Extent of Offering. Neither the Company nor any agent acting on its behalf has sold or offered to sell any or all of the Common Stock, Series A Stock or Subordinated Notes or any similar securities so as to bring the issuance or sale of the Common Stock, Series A Stock or Subordinated Notes pursuant to this Agreement and the Other Agreements within the provisions of Section 5 of the Securities
Extent of Offering. 11 3.14 Dividends....................................................................................12 3.15
Extent of Offering. Subject in part to the truth and accuracy of the Investors' representations set forth in Article IV of this Agreement, the offer, sale and issuance of the Exchange Shares, as contemplated by this Agreement, are exempt from the registration requirements of the Securities Act, and Empire will not take any action hereafter that would cause the loss of such exemption or registration;
Extent of Offering. Subject to the truth and accuracy of the Purchaser’s representations set forth in Section 4 of this Agreement, the offer, sale and issuance of the Shares hereunder are exempt from the registration requirements of the Securities Act of 1933, as amended, and the rules and regulations thereunder (the “Securities Act”) and are exempt or the Company has complied with registration requirements of each state’s Blue Sky laws where the Shares have been or may be offered or sold, and the Company will not take, or fail to take, any action hereafter that would cause the loss of such exemption or registration.
Extent of Offering. Neither the Company nor, to its knowledge, any agent acting on its behalf has sold or offered to sell any or all of the Shares or any similar securities so as to bring the issuance or sale of the Shares within the provisions of Section 5 of the Securities Act.
Extent of Offering. Subject in part to the truth and accuracy of RDRD’s representations set forth in Article III of this Agreement, the offer, sale and issuance of the Exchange Shares, as contemplated by this Agreement, are exempt from the registration requirements of the Securities Act, and CSC will not take any action hereafter that would cause the loss of such exemption or registration;
