Common use of Offering Exemption Clause in Contracts

Offering Exemption. Assuming the accuracy of the representations and warranties made by the Purchaser, the offer, sale and issuance of the Shares to the Purchaser will be exempt from the registration requirements of the Securities Act and will have been registered or qualified (or are exempt from registration and qualification) under the registration, permit or qualification requirements of all applicable state securities laws. Neither the Company nor any agent on its behalf has solicited or will solicit any offers to sell or has offered to sell or will offer to sell all or any part of the Shares to any person or persons so as to bring the sale of such Shares by the Company within the registration provisions of the Securities Act or any state securities laws.

Offering Exemption. Assuming Based in part on the accuracy representations of the representations and warranties made by the PurchaserInvestors set forth in Section 3 below, the offer, sale and issuance of the Shares to and the Purchaser will be Conversion Shares in conformity with the terms of this Agreement are exempt from the registration requirements of the Securities Act and will have been registered or qualified (or are exempt from the qualification or registration and qualification) under the registration, permit or qualification requirements of all applicable securities laws of any state securities lawsor other jurisdiction. Neither the Company nor any agent on its behalf has solicited or will solicit any offers to sell or has offered to sell or will offer to sell all or any part of the Shares to any person or persons entity so as to bring the sale of such Shares by the Company within the registration provisions of the Securities Act or the securities laws of any state securities lawsor other jurisdiction.

Offering Exemption. Assuming the accuracy of the representations and warranties made by the Purchaser, the offer, sale and issuance of the Shares Securities to the Purchaser will be exempt from the registration requirements of the Securities Act and will have been registered or qualified (or are exempt from registration and qualification) under the registration, permit or qualification requirements of all applicable state securities laws. Neither the Company nor any agent on its behalf has solicited or will solicit any offers to sell or has offered to sell or will offer to sell all or any part of the Shares Securities to any person or persons so as to bring the sale of such Shares Securities by the Company within the registration provisions of the Securities Act or any state securities laws.

Offering Exemption. Assuming the accuracy of the representations and warranties made by the Purchaser, the offer, sale and issuance of the Shares Securities to the Purchaser will be exempt from the registration requirements of the Securities Act and will have been registered or qualified (or are exempt from registration and qualification) under the registration, permit or qualification requirements of all applicable state securities laws. Neither the Company nor any agent on its behalf has solicited or will solicit any offers to sell or has offered to sell or will offer to sell all or any part of the Shares Securities to any person or persons so as to bring the sale of such Shares Securities by the Company within the registration provisions of the Securities Act or any state securities laws. 3.9.

Offering Exemption. Assuming the accuracy of the representations and warranties made by the Purchaser, the offer, sale and issuance of the Shares to the Purchaser will be exempt from the registration requirements of the Securities Act and will have been registered or qualified (or are exempt from registration and qualification) under the registration, permit or qualification requirements of all applicable state securities laws. Neither the Company EEN nor any agent on its behalf has solicited or will solicit any offers to sell or has offered to sell or will offer to sell all or any part of the Shares to any person or persons so as to bring the sale of such Shares by the Company EEN within the registration provisions of the Securities Act or any state securities laws.

Offering Exemption. Assuming the accuracy of the representations and warranties made by the Purchaser, the offer, sale and issuance of the Shares Securities to the Purchaser will be exempt from the registration requirements of the Securities Act and will have been registered or qualified (or are exempt from registration and qualification) under the registration, permit or qualification requirements of all applicable state securities lawsAct. Neither the Company nor any agent on its behalf has solicited or will solicit any offers to sell or has offered to sell or will offer to sell all or any part of the Shares Securities to any person or persons so as to bring the sale of such Shares Securities by the Company within the registration provisions of the Securities Act or any state securities laws.