Common use of Foreign Purchasers Clause in Contracts

Foreign Purchasers. If the Purchaser is not a United States person (as defined by Section 7701(a)(30) of the Code): (i) the Purchaser hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction by such Purchaser in connection with any invitation to subscribe for the Securities or any use of this Agreement, including (A) the legal requirements within its jurisdiction for the purchase of the Securities, (B) any foreign exchange restrictions applicable to such purchase or acquisition, (C) any government or other consents that may need to be obtained, and (D) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the Securities; and (ii) the Purchaser’s subscription and payment for and continued beneficial ownership of the Securities will not violate any applicable securities or other laws of the Purchaser’s jurisdiction.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Sangamo Therapeutics, Inc), Securities Purchase Agreement (Adverum Biotechnologies, Inc.), Securities Purchase Agreement (Harpoon Therapeutics, Inc.)

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Foreign Purchasers. If the Purchaser is not a United States person (as defined by Section 7701(a)(30) of the Code): (i) the Internal Revenue Code of 1986, as amended), Purchaser hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction by such Purchaser in connection with any invitation to subscribe for the Securities or any use of this Agreement, including (Ai) the legal requirements within its jurisdiction for the purchase of the Securities, (Bii) any foreign exchange restrictions applicable to such purchase or acquisitionpurchase, (Ciii) any government or other consents that may need to be obtained, and (Div) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the Securities; . The Company’s offer and (ii) the sale and Purchaser’s subscription and payment for and continued beneficial ownership of the Securities will not violate any applicable securities or other laws of the Purchaser’s jurisdiction.

Appears in 2 contracts

Samples: Note Purchase Agreement (Anthera Pharmaceuticals Inc), Note and Warrant Purchase Agreement (Anthera Pharmaceuticals Inc)

Foreign Purchasers. If the Purchaser is not a United States person (as defined by Section 7701(a)(30) of the Code): (i) Internal Revenue Code of 1986, as amended), the Purchaser hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction by such Purchaser in connection with any invitation to subscribe for the Securities or any use of this Agreement, including (Ai) the legal requirements within its jurisdiction for the purchase of the Securities, (Bii) any foreign exchange restrictions applicable to such purchase or acquisition, (Ciii) any government or other consents that may need to be obtained, and (Dd) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the Securities; and (ii) the . The Purchaser’s subscription and payment for and continued beneficial ownership of the Securities will not violate any applicable securities or other laws of the Purchaser’s jurisdiction.

Appears in 1 contract

Samples: Unit Purchase Agreement (CytomX Therapeutics, Inc.)

Foreign Purchasers. If the a Purchaser is not a United States person (as defined by Section 7701(a)(30) of the Code): (i) the Internal Revenue Code of 1986, as amended), such Purchaser hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction by such Purchaser in connection with any invitation to subscribe for purchase the Securities Notes or any use of this Agreement, including (Ai) the legal requirements within its jurisdiction for the purchase of the SecuritiesNotes, (Bii) any foreign exchange restrictions applicable to such purchase or acquisitionpurchase, (Ciii) any government or other consents that may need to be obtained, and (Div) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the Securities; Notes. The Company’s offer and (ii) the sale and Purchaser’s subscription acquisition of and payment for and continued beneficial ownership of the Securities Notes will not violate any applicable securities or other laws of the such Purchaser’s jurisdiction.

Appears in 1 contract

Samples: Note Purchase Agreement (Greenbrook TMS Inc.)

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Foreign Purchasers. If the Purchaser is not a United States person (as defined by Section 7701(a)(30) of the Code): (i) the ), Purchaser hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction by such Purchaser in connection with any invitation to subscribe for the Securities Series A Preferred Units or any use of this Agreement, including (Ai) the legal requirements within its jurisdiction for the purchase of the SecuritiesSeries A Preferred Units, (Bii) any foreign exchange restrictions applicable to such purchase or acquisitionpurchase, (Ciii) any government or other consents that may need to be obtained, and (Div) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale or transfer of the Securities; and (ii) the Series A Preferred Units. The Purchaser’s subscription and payment for and continued beneficial ownership of the Securities Series A Preferred Units will not violate any applicable securities or other laws of the Purchaser’s jurisdiction.

Appears in 1 contract

Samples: Series a Preferred Unit Purchase Agreement (Navidea Biopharmaceuticals, Inc.)

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