Common use of No Public Offering Clause in Contracts

No Public Offering. The Company has not engaged, in connection with the offering of the Shares, (i) in any form of general solicitation or general advertising within the meaning of Rule 502(c) under the Securities Act, (ii) in any manner involving a public offering within the meaning of Section 4(2) of the Securities Act, (iii) in any action which would violate applicable state securities, or "blue sky" laws, or in any directed selling efforts within the meaning of SEC Regulation S.

No Public Offering. The Neither the Company nor, to the Company’s knowledge, its Affiliates has not engaged, in connection with the offering of the Shares, (i) in any form of general solicitation or general advertising within the meaning of Rule 502(c) under the Securities Act, (ii) in any manner involving a public offering within the meaning of Section 4(2) of the Securities Act, (iii) in any action which would violate applicable state securities, or "“blue sky" ,” laws, or in any directed selling efforts within the meaning of SEC Regulation S.

No Public Offering. The Neither the Company has not nor, to the Company’s knowledge, its Affiliates have engaged, in connection with the offering of the Shares, (i) in any form of general solicitation or general advertising within the meaning of Rule 502(c) under the Securities Act, (ii) in any manner involving a public offering within the meaning of Section 4(2) of the Securities Act, (iii) in any action which would violate applicable state securities, or "“blue sky" ,” laws, or in any directed selling efforts within the meaning of SEC Regulation S.

No Public Offering. The Neither the Company nor its Affiliates has not engaged, in connection with the offering of the Securities or Conversion Shares, if any, (i) in any form of general solicitation or general advertising within the meaning of Rule 502(c) under the Securities Act, (ii) in any manner involving a public offering within the meaning of Section 4(2) of the Securities Act, (iii) in any action which would violate applicable state securities, or "blue sky," laws, or in any directed selling efforts within the meaning of SEC Regulation S.

No Public Offering. The Neither the Company nor its Affiliates nor any Person (as defined in Section 3.11 below) has not engaged, in connection with the offering of the Shares, Shares (i) in any form of general solicitation or general advertising within the meaning of Rule 502(c) under the Securities Act, (ii) in any manner involving a public offering within the meaning of Section 4(2) of the Securities Act, (iii) in any action which would violate applicable state securities, or "blue sky," laws, or (iv) in any directed selling efforts within the meaning of SEC Regulation S.

No Public Offering. The Neither the Company nor its Affiliates has not engaged, in connection with the offering of the Shares, (i) in any form of general solicitation or general advertising within the meaning of Rule 502(c) under the Securities Act, (ii) in any manner involving a public offering within the meaning of Section 4(2) of the Securities Act, (iii) in any action which would violate applicable state securities, or "blue sky," laws, or in any directed selling efforts within the meaning of SEC Regulation S.

No Public Offering. The Neither the Company nor, to the Company’s knowledge, its Affiliates has not engaged, in connection with the offering of the Shares, (i) in any form of general solicitation or general advertising within the meaning of Rule 502(c) under the Securities Act, (ii) in any manner involving a public offering within the meaning of Section 4(2) of the Securities Act, (iii) in any action which would violate applicable state securities, or "“blue sky" ,” laws, or in any directed selling efforts within the meaning of SEC Regulation S..