Common use of Offering Exemption Clause in Contracts

Offering Exemption. Each Stockholder understands that the shares of Purchaser Common Stock to be acquired by it pursuant this Agreement have not been registered under the Securities Act, nor qualified under any state securities Laws, and that such shares of Purchaser Common Stock are being offered and sold pursuant to an exemption from such registration and qualification based in part upon the representations contained herein. Such Stockholder is an “accredited investor” as defined under Rule 501 promulgated under the Securities Act.

Offering Exemption. Each Stockholder of the Members understands that the shares of Purchaser Buyer Common Stock to be acquired by him, her or it pursuant this Agreement to the Membership Interest Purchase have not been registered under the Securities Act, nor qualified under any state securities Laws, and that such shares of Purchaser Buyer Common Stock are being offered and sold pursuant to an exemption from such registration and qualification based in part upon the representations contained herein. Such Stockholder Each of the Members is an “accredited investor” as defined under Rule 501 promulgated under the Securities Act.

Offering Exemption. Each Such Designated Stockholder understands that the shares of Purchaser Parent Common Stock to be acquired by it such Stockholder pursuant this Agreement to the Merger have not been registered under the Securities Act, nor qualified under any state securities Laws, and that such shares of Purchaser Parent Common Stock are being offered and sold pursuant to an exemption from such registration and qualification based in part upon the representations contained herein. Such Stockholder is an “accredited investor” as defined under Rule 501 promulgated under the Securities Act.

Offering Exemption. Each Such Stockholder understands that the shares of Purchaser Buyer Common Stock to be acquired by it such Stockholder pursuant this Agreement to the Share Purchase have not been registered under the Securities Act, nor qualified under any state securities Laws, and that such shares of Purchaser Buyer Common Stock are being offered and sold pursuant to an exemption from such registration and qualification based in part upon the representations contained herein. Such Stockholder is an “accredited investor” as defined under Rule 501 promulgated under the Securities Act.

Offering Exemption. Each Stockholder of the Shareholders understands that the shares of Purchaser Buyer Common Stock to be acquired by it him pursuant this Agreement to the Share Purchase have not been registered under the Securities Act, nor qualified under any state securities Laws, and that such shares of Purchaser Buyer Common Stock are being offered and sold pursuant to an exemption from such registration and qualification based in part upon the representations contained herein. Such Stockholder Each of the Shareholders is an “"accredited investor” " as defined under Rule 501 promulgated under the Securities Act.

Offering Exemption. Each Stockholder The Member understands that the shares of Purchaser Buyer Common Stock to be acquired by it the Member pursuant this Agreement to the Unit Purchase have not been registered under the Securities Act, nor qualified under any state securities Laws, and that such shares of Purchaser Buyer Common Stock are being offered and sold pursuant to an exemption from such registration and qualification based in part upon the representations contained herein. Such Stockholder The Member is an “accredited investor” as defined under Rule 501 promulgated under the Securities Act.