Offering Valid. Assuming the accuracy of the representations and warranties of the Seller contained in Article 3 hereof, the offer, sale and issuance of the Equity Consideration will be exempt from the registration requirements of the 1933 Act, and will have been registered or qualified (or exempt from registration and qualification) under the registration, permit or qualification requirements of all applicable state securities laws.
Appears in 4 contracts
Samples: Asset Purchase Agreement (Synergy CHC Corp.), Asset Purchase Agreement (Synergy CHC Corp.), Asset Purchase Agreement (Synergy CHC Corp.)
Offering Valid. Assuming the accuracy of the representations and warranties of the Seller Purchaser contained in Article Section 3 hereof, the offer, sale and issuance of the Equity Consideration Stock will be exempt from the registration requirements of the 1933 Securities Act of 1933, as amended (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.
Appears in 3 contracts
Samples: Common Stock Purchase Agreement (Dynamic Leisure Corp), Common Stock Purchase Agreement (Dynamic Leisure Corp), Common Stock Purchase Agreement (Dynamic Leisure Corp)
Offering Valid. Assuming the accuracy of the representations and warranties of the Seller Purchasers contained in Article Section 3 hereof, the offer, sale sale, and issuance of the Equity Consideration Shares, Warrants, Conversion Shares, and Warrant Shares will be exempt from the registration requirements of the Securities Act of 1933 (the “Securities Act, ”) and will have been registered or qualified (or are exempt from registration and qualification) qualification under the registration, permit permit, or qualification requirements of all applicable state securities laws.
Appears in 2 contracts
Samples: Preferred Stock Purchase Agreement (Avatech Solutions Inc), Preferred Stock Purchase Agreement (Avatech Solutions Inc)
Offering Valid. Assuming the accuracy of the representations and warranties of the Seller Purchaser contained in Article 3 Section 3.3 hereof, the offer, sale and issuance of the Equity Consideration Shares will be exempt from the registration requirements of the 1933 Securities Act of 1933, as amended (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.
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