Common use of Private Issue Clause in Contracts

Private Issue. The Holder understands (i) that the Preferred Stock issuable upon exercise of the Holder’s rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section 17.

Private Issue. The Holder understands (i) that the Preferred Stock issuable upon exercise of the Holder’s 's rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section 17.

Private Issue. The Holder understands (i) that the Preferred Stock issuable upon exercise of the Holder’s 's rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section SECTION 17.

Private Issue. The Holder understands (i) that the Preferred Common Stock issuable upon exercise of the Holder’s rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section 1716.

Private Issue. The Holder understands (i) that the Preferred Common Stock issuable upon exercise of the Holder’s rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section 17.

Private Issue. The Holder understands (i) that neither the Preferred Stock issuance of this Warrant nor the issuance of any shares of the Company’s capital stock issuable upon exercise of the Holder’s rights contained herein is not has been registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance issuances contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set of the Holderset forth in this Section 17.

Private Issue. The Holder understands (i) that the Preferred Warrant and ------------- the Warrant Stock issuable upon exercise of the Holder’s rights contained herein is this Warrant are not registered under the 1933 Act Securities Act, or qualified under applicable state securities laws on the ground that the issuance contemplated by of this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section 1710.

Private Issue. The Holder understands (i) that the Preferred Stock issuable upon exercise of the Holder’s rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section 1716.

Private Issue. The Holder understands (i) that the Preferred Common Stock issuable upon exercise of the Holder’s rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section 1715.

Private Issue. The Holder understands (i) that the Preferred Stock issuable upon exercise of the Holder’s rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section 1719.

Private Issue. The Holder understands (i) that the Preferred Stock issuable upon exercise of the Holder’s rights contained herein this Warrant is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section 173.

Private Issue. The Holder understands (i) that the Preferred Common Stock issuable upon exercise of the Holder’s rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground grounds that the issuance contemplated by this Warrant will be exempt from the registration and qualifications qualification requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section 1716.

Private Issue. The Holder understands (i) that neither the Preferred Stock issuance of this Warrant nor the issuance of any shares of the Company’s capital stock issuable upon exercise of the Holder’s rights contained herein is not has been registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance issuances contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set of the Holderset forth in this Section 1718.

Private Issue. The Holder understands (i) that the Preferred Common Stock issuable upon exercise of the Holder’s rights contained herein this Warrant is not registered under the 1933 Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereofrequirements, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section 1712.

Private Issue. The Holder understands (i) that the Preferred Common Stock issuable upon exercise of the Holder’s 's rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section 1716.

Private Issue. The Holder understands (i) that the Preferred Stock Shares issuable upon exercise of the Holder’s rights contained herein is are not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section 1716.

Private Issue. The Holder understands (i) that the Preferred shares of Common Stock issuable upon exercise of the Holder’s rights contained herein is this Warrant are not registered under the 1933 Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section 1714.

Private Issue. The Holder understands (i) that the Preferred Stock Stock, issuable upon exercise of the Holder’s 's rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant Agreement will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section 174.

Private Issue. The Holder understands (i) that the Preferred Stock issuable upon exercise of the Holder’s rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section 17.

Private Issue. The Holder understands (i) that the Preferred Common Stock issuable upon exercise of the Holder’s 's rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section 17.

Private Issue. The Holder understands (i) that the Preferred Stock issuable upon exercise of the Holder’s 's rights contained herein and the Conversion Shares is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section 17SECTION 18.

Private Issue. The Holder understands (i) that the Preferred Stock issuable upon exercise of the Holder’s 's rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, ; and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section 17.

Private Issue. The Holder understands (i) that the Preferred Stock issuable upon exercise of the Holder’s rights contained herein this Warrant is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section 17herein.

Private Issue. The Holder understands (i) that the Preferred Stock securities issuable upon exercise of the Holder’s rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications qualification requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section 17.

Private Issue. The Holder understands (i) that the Series B-1 Preferred Stock issuable upon exercise of the Holder’s 's rights contained herein is not registered under the 1933 Securities Act of 1933, as amended, or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section 1713.

Private Issue. The Holder understands (i) that neither the Preferred Stock issuance of this Warrant nor the issuance of any shares of the Company’s capital stock issuable upon exercise of the Holder’s rights contained herein is not has been registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance issuances contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations of the Holder set forth in this Section 1718.

Private Issue. The Holder understands (i) that the Preferred Stock issuable upon exercise of the Holder’s 's rights contained herein (and the Common Stock issuable upon conversion of the Preferred Stock) is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section 17SECTION 16.

Private Issue. The Holder understands (i) that the Preferred Stock issuable upon exercise of the Holder’s rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section 1718.

Private Issue. The Holder understands (i) that the Preferred Common Stock issuable upon exercise of the Holder’s 's rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section SECTION 17.

Private Issue. The Holder understands (i) that this Warrant and the Preferred Stock Shares issuable upon exercise of the Holder’s rights contained herein is are not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section 17Article IV.

Private Issue. The Holder understands (i) that the Preferred Stock issuable upon exercise of the Holder’s 's rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant Agreement will be exempt from the registration and qualifications qualification requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section 1716.

Private Issue. The Holder understands (i) that this Warrant and the Preferred Common Stock issuable upon exercise of the Holder’s rights contained herein is are not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section 17.

Private Issue. The Holder understands (i) that the Preferred Stock Stock, issuable upon exercise of the Holder’s 's rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant Agreement will be exempt from the registration and qualifications requirements thereof, ; and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section 174.

Private Issue. The Holder understands (i) that the Preferred Common Stock issuable upon exercise of the Holder’s 's rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section 1712.

Private Issue. The Holder understands (i) that neither the Preferred Shares issuable hereunder nor, if the Class is a series of convertible preferred stock, the shares of Common Stock issuable upon exercise conversion of the Holder’s rights contained herein is not Shares, have been registered under the 1933 Act or qualified under applicable state securities laws laws, on the ground that the issuance contemplated by this Warrant will be exempt from the such registration and qualifications requirements thereofrequirements, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section 1719.

Private Issue. The Holder understands (i) that the Preferred ------------- Stock issuable upon exercise of this Warrant or the Holder’s rights contained herein Common Stock issuable upon conversion of the Preferred Stock is not registered under the Securities Exchange Act of 1933 Act (the "1933 Act") or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section 174.

Private Issue. The Holder understands (i) that the Preferred Stock issuable upon exercise of the Holder’s Warrantholder's rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant Agreement will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section 174.

Private Issue. The Holder understands (i) that the Preferred Stock issuable upon exercise of the Holder’s 's rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated in part on the representations set forth in this Section 1715.

Private Issue. The Holder understands (i) that the Preferred Common Stock issuable upon exercise of the Holder’s rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, thereof and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section 1715.

Private Issue. The Holder understands (i) that the Preferred Common Stock issuable upon exercise of the Holder’s 's rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section 1718.

Private Issue. The Holder understands (i) that the Preferred Stock issuable upon exercise of the Holder’s rights contained herein this Warrant is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section 173.

Private Issue. The Holder understands (i) that none of this Warrant, the Preferred Stock issuable upon exercise of the Holder’s 's rights contained herein herein, and the Common Stock issuable upon conversion thereof, is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section 17SECTION 18.

Private Issue. The Holder understands (i) that the Preferred Stock issuable upon exercise of the Holder’s 's rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section 1718.

Private Issue. The Holder understands (i) that this Warrant and the Preferred Stock issuable upon exercise of the Holder’s 's rights contained herein is are not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section SECTION 17.

Private Issue. The Holder Xxxxxx understands (i) that the Preferred Stock issuable upon exercise of the Holder’s 's rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section SECTION 17.

Private Issue. The Holder understands (i) that the Preferred Common Stock issuable upon exercise of the Holder’s rights contained herein is not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be be. exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section 17.

Private Issue. The Holder understands (i) that the Preferred Common Stock issuable upon exercise of the Holder’s rights contained herein is not registered under the fee 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section 17.