Common use of No Registration under Securities Act Clause in Contracts

No Registration under Securities Act. Neither this Warrant ------------------------------------ Certificate nor the Warrant Shares have been registered under the Securities Act of 1933, as amended (the "Act") or under the securities laws of any state. In issuing this Warrant Certificate, the Company has relied upon the exemption from registration provided by Section 4(2) of the Act for transactions by an issuer not involving any public offering. The holder of this Warrant Certificate acknowledges by acceptance of this Warrant Certificate that the sale of Warrants, or of any of the Warrant Shares, under certain circumstances may be deemed to constitute a distribution within the meaning of, and require registration under, the Act.

No Registration under Securities Act. Neither this Warrant Certificate ------------------------------------ Certificate nor the Warrant Shares have been registered under the Securities Act of 1933, as amended (the "Act") or under the securities laws of any state. In issuing this Warrant Certificate, the Company has relied upon the exemption from registration provided by Section 4(2) of the Act for transactions by an issuer not involving any public offering. The holder of this Warrant Certificate acknowledges by acceptance of this Warrant Certificate that the sale of Warrants, or of any of the Warrant Shares, under certain circumstances may be deemed to constitute a distribution within the meaning of, and require registration under, the Act.