We use cookies on our site to analyze traffic, enhance your experience, and provide you with tailored content.

For more information visit our privacy policy.

Common use of Private Issue Clause in Contracts

Private Issue. The Holder understands (i) that the Shares are not registered under the 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 qualification requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities Act.

Appears in 7 contracts

Samples: Credit Agreement (XY - The Findables Co), Warrant Agreement (XY - The Findables Co), Warrant Agreement (XY - The Findables Co)

Private Issue. The Holder understands (i) that the Shares issuable upon exercise of this Warrant are not registered under the 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 qualification qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section. (e) ACCREDITED INVESTOR. The of Holder is an “accredited investor” as such term is defined in Regulation D of the Securities Actherein.

Appears in 7 contracts

Samples: Warrant Agreement (AMEDICA Corp), Warrant Agreement (AMEDICA Corp), Warrant Agreement (AMEDICA Corp)

Private Issue. The Holder understands (i) that neither the Shares are not 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 has been registered under the Securities 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 qualification 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. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActSection 17.

Appears in 6 contracts

Samples: Loan and Security Agreement (Fluidigm Corp), Loan and Security Agreement (Fluidigm Corp), Loan and Security Agreement (Fluidigm Corp)

Private Issue. The Holder understands (i) that the Shares issuable upon exercise of Xxxxxx's rights contained in the Warrant are not registered under the Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the Holder's representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 4.

Appears in 5 contracts

Samples: Warrant to Purchase Common Stock (American Ammunition Inc /Ca), Warrant to Purchase Common Stock (Integrated Performance Systems Inc), Warrant to Purchase Common Stock (American Ammunition Inc /Ca)

Private Issue. The Holder understands (i) that the Shares Warrant and ------------- the Warrant Stock issuable upon exercise of this Warrant are not registered under the Securities Act 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 qualification qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActSection 10.

Appears in 5 contracts

Samples: Warrant Agreement (Petsmart Com Inc), Warrant Agreement (Petsmart Com Inc), Warrant Agreement (Petsmart Com Inc)

Private Issue. The Holder understands (i) that the Shares issuable upon exercise of Holder’s rights contained in the Warrant are not registered under the Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the Holder’s representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 5.

Appears in 4 contracts

Samples: Warrant Agreement (MultiCell Technologies, Inc.), Warrant to Purchase Common Stock (3dicon Corp), Warrant to Purchase Common Stock (Human Biosystems Inc)

Private Issue. The Holder understands (i) that the Shares are Stock issuable upon exercise of this Warrant is not registered under the 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 qualification qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActSection 3.

Appears in 4 contracts

Samples: Investment Agreement (Pazoo, Inc.), Investment Agreement (Pazoo, Inc.), Investment Agreement (Pazoo, Inc.)

Private Issue. The Holder understands (i) that the Shares issuable upon exercise of Holder’s rights contained in the Warrant are not registered under the Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the Holder’s representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 4.

Appears in 4 contracts

Samples: Warrant to Purchase Common Stock (Material Technologies Inc /Ca/), Warrant to Purchase Common Stock (National Storm Management Inc.), Warrant to Purchase Common Stock (National Storm Management Inc.)

Private Issue. The Holder understands (i) that neither the Shares are not 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 has been registered under the Securities 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 qualification 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. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActSection 18.

Appears in 3 contracts

Samples: Preferred Stock Purchase Warrant (Fluidigm Corp), Preferred Stock Purchase Warrant (Fluidigm Corp), Preferred Stock Purchase Warrant (Fluidigm Corp)

Private Issue. The Holder understands that (ia) that this Warrant and the Warrant Shares issuable upon exercise of this Warrant are not registered under the 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 qualification qualifications requirements thereof, and (iib) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActSection 5.

Appears in 3 contracts

Samples: Warrant Agreement (AskMeNow,Inc.), Warrant Agreement (AskMeNow,Inc.), Convertible Promissory Note (AskMeNow,Inc.)

Private Issue. The Holder understands (i) that the Shares issuable upon exercise of Holder's rights contained in the Warrant are not registered under the Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the Holder's representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 6.

Appears in 3 contracts

Samples: Warrant Agreement (Cavit Sciences, Inc.), Warrant Agreement (Cavit Sciences, Inc.), Warrant Agreement (Cavit Sciences, Inc.)

Private Issue. The Holder understands (i) that the Shares issuable upon -------------- exercise of Holder's rights contained in the Warrant are not registered under the Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the Holder's representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 5.

Appears in 2 contracts

Samples: Warrant to Purchase Common Stock (Invicta Group Inc), Warrant to Purchase Common Stock (Invicta Group Inc)

Private Issue. The Registered Holder understands (i) that the Shares are Warrant Stock issuable upon exercise of this Warrant is not registered under the 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 qualification qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActSection 13.

Appears in 2 contracts

Samples: Placement Agent Agreement (Alien Technology Corp), Placement Agent Agreement (Alien Technology Corp)

Private Issue. The Holder understands (i) that the Shares issuable -------------- upon exercise of Holder's rights contained in the Warrant are not registered under the Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the Holder's representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 5.

Appears in 2 contracts

Samples: Warrant to Purchase Common Stock (World Golf League Inc), Warrant Agreement (World Golf League Inc)

Private Issue. The Holder understands (i) that the Shares issuable upon exercise of Xxxxxx's rights contained in the Warrant are not registered under the Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the Holder's representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 5.

Appears in 2 contracts

Samples: Warrant to Purchase Common Stock (Peabodys Coffee Inc/Nv), Warrant Agreement (X-Change Corp)

Private Issue. The Registered Holder understands understands: (i) that neither the Shares are not Warrant nor the Warrant Stock is, nor will be, registered under the 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 qualification qualifications requirements thereofthereof pursuant to Section 4(2) of the Securities Act and any applicable state securities laws, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActSection 17.

Appears in 2 contracts

Samples: Sale and Purchase Agreement (Elephant Talk Communications Inc), Sale and Purchase Agreement (Elephant Talk Communications Inc)

Private Issue. The Holder understands (i) that the Shares Warrant and the Common Stock issuable upon exercise of this Warrant are not registered under the 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 qualification qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActSection 10.

Appears in 2 contracts

Samples: Warrant Agreement (Handheld Entertainment, Inc.), Warrant Agreement (Handheld Entertainment, Inc.)

Private Issue. The Holder understands (i) that the Shares issuable upon exercise of Xxxxxx's rights contained in the warrant are not registered under the Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant the warrant will be exempt except from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the Holder's representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 4.

Appears in 2 contracts

Samples: Warrant Agreement (Us Data Authority Inc), Warrant Agreement (Usa Technologies Inc)

Private Issue. The Holder understands (i) that the Warrant Shares (including any shares of Common Stock issuable upon conversion thereof) are not registered under the 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 qualification qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActSection 13.

Appears in 2 contracts

Samples: Stock Subscription Warrant (Acusphere Inc), Stock Subscription Warrant (Acusphere Inc)

Private Issue. The Holder understands (i) that the Shares issuable upon exercise of Xxxxxx’s rights contained in the Warrant are not registered under the Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the Holder’s representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 4.

Appears in 2 contracts

Samples: Warrant to Purchase Common Stock (Magic Media Networks Inc), Warrant to Purchase Common Stock (Diatect International Corp)

Private Issue. The Holder understands (i) that the Shares issuable -------------- upon exercise of Holder's rights contained in the Warrant are not registered under the Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the Holder's representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 4.

Appears in 2 contracts

Samples: Warrant to Purchase Common Stock (Thinka Weight Loss Corp), Warrant Agreement (Sequiam Corp)

Private Issue. The Holder understands (i) that the Shares issuable upon exercise of Holder's rights contained in the Warrant are not registered under the Securities Act of 1933, as amended, (the “Act”) or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the Holder's representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities Act.Article V.

Appears in 1 contract

Samples: Warrant Agreement (Macrosolve Inc)

Private Issue. The Holder understands (i) that the Shares are Stock issuable upon exercise of this Warrant is not registered under the 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 qualification qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActSection 3.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Janel World Trade LTD)

Private Issue. The Holder understands (i) that the Shares issuable upon exercise of Holder's rights contained in the Warrant are not registered under the Securities Act of 1933 (the “Act”) or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the Holder's representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 5.

Appears in 1 contract

Samples: Warrant Agreement (Macrosolve Inc)

Private Issue. The Holder understands (i) that the Shares issuable upon exercise of Holder's rights contained in the warrant are not registered under the Securities Act xxx Xct or qualified under applicable state securities laws on the ground that the issuance contemplated by this Warrant the warrant will be exempt except from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the Holder's representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 4.

Appears in 1 contract

Samples: Warrant Agreement (Trinity Medical Group Inc)

Private Issue. The Holder understands (i) that the Warrant Shares issuable upon exercise of the Holder’s rights contained in the Warrant are not registered under the Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the Holder’s representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 4.

Appears in 1 contract

Samples: Warrant Agreement (National Storm Management Inc.)

Private Issue. The Registered Holder understands understands: (i) that neither the Warrant nor the Warrant Shares are not is, nor will be, registered under the 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 qualification qualifications requirements thereofthereof pursuant to Section 4(a) (2) of the Securities Act and any applicable state securities laws, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActSection 17.

Appears in 1 contract

Samples: Warrant Agreement (Elephant Talk Communications Corp)

Private Issue. The Holder understands that: (i) that this Warrant and the Shares Membership Interests issuable upon exercise of this Warrant are not registered under the 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 qualification qualifications requirements thereof, thereof pursuant to Section 4(2) of the Securities Act and any applicable state securities laws; and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 4.

Appears in 1 contract

Samples: Warrant Agreement (American Resources Corp)

Private Issue. The Holder understands (i) that the Warrant and the Shares issuable upon exercise of this Warrant are not registered under the Securities Act Act, or qualified under applicable state securities laws laws, on the ground that the issuance contemplated by of this Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated in part on the representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities Act.

Appears in 1 contract

Samples: Warrant Agreement (Redaptive, Inc.)

Private Issue. The Holder understands (i) that the Shares issuable ------------- upon exercise of Holder's rights contained in the Warrant are not registered under the Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the Holder's representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 4.

Appears in 1 contract

Samples: Warrant Agreement (Seven Charles C)

Private Issue. The Holder understands (i) that the Warrant Shares issuable upon exercise of Holder’s rights contained in the Warrant are not registered under the Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the Holder’s representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 4.

Appears in 1 contract

Samples: Warrant to Purchase Common Stock (Airbee Wireless, Inc.)

Private Issue. The Holder understands (i) that the Shares issuable upon exercise of Holder's rights contained in the Warrant are not registered under the Securities Act of 1933 (the “Act”) or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the Holder's representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities Act.Article V.

Appears in 1 contract

Samples: Warrant Agreement (Macrosolve Inc)

Private Issue. The Holder understands (i) that the Shares are securities issuable upon exercise of the Holder’s rights contained herein is not registered under the Securities 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 qualification requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActSection 17.

Appears in 1 contract

Samples: Preferred Stock Purchase Warrant (Cerulean Pharma Inc.)

Private Issue. The Holder understands (i) that the Shares issuable upon exercise of Holder’s rights contained in the Warrant are not registered under the Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this the _________________ Initials _______________ Initials Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the Holder’s representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 5.

Appears in 1 contract

Samples: Warrant to Purchase Common Stock (Platina Energy Group Inc.)

Private Issue. The Holder understands (i) that the Shares issuable upon exercise of Holder’s rights contained in the Warrant are not registered under the Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the Holder’s representations set forth in this SectionArticle 5. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities Act.5.2

Appears in 1 contract

Samples: Warrant Agreement (Material Technologies Inc /Ca/)

Private Issue. The Holder understands (i) that Holde exercise of Holder's rights contained in the Shares Warrant are not registered under the Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the Holder's representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 6.

Appears in 1 contract

Samples: Warrant to Purchase Common Stock (American Security Resources Corp.)

Private Issue. The Registered Holder understands understands: (i) that the Shares are Warrant is not registered under the 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 qualification qualifications requirements thereofthereof pursuant to Section 4(2) of the Securities Act and any applicable state securities laws, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActSection 16.

Appears in 1 contract

Samples: Merger Agreement (Vringo Inc)

Private Issue. The Holder understands (i) that the Shares issuable upon exercise of Holder's rights containex xx xhe Warrant are not registered under the Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the Holder's representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 4.

Appears in 1 contract

Samples: Warrant to Purchase Common Stock (Dnaprint Genomics Inc)

Private Issue. The Holder understands (i) that the Shares issuable upon exercise of Holder’s rights contained in the Warrant are not registered under the Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) JB Initials 11 TWH Initials that the Company’s reliance on such exemption is predicated on the Holder’s representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 6.

Appears in 1 contract

Samples: Warrant to Purchase Common Stock (S3 Investment Company, Inc.)

Private Issue. The Registered Holder understands that (i) that the Warrant Shares issuable upon exercise of this Warrant are not registered under the Securities 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 qualification requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActSection 14.

Appears in 1 contract

Samples: Warrant Agreement (BioMed Realty Trust Inc)

Private Issue. The Registered Holder understands (i) that the Shares are Warrant ------------- Stock issuable upon exercise of this Warrant is not registered under the 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 qualification qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities Act.

Appears in 1 contract

Samples: Consent to Sublease (Extricity Inc)

Private Issue. The Holder understands (i) that the Converted Warrant Shares are not registered under the Securities 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 qualification qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActSection 6.

Appears in 1 contract

Samples: Warrant Agreement (XL Fleet Corp.)

Private Issue. The Holder understands (i) that neither the Warrant nor the Warrant Shares issuable upon exercise of the Warrant are not registered under the 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 qualification requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActSection 5.

Appears in 1 contract

Samples: Warrant Agreement (Danimer Scientific, Inc.)

Private Issue. The Holder understands (i) that the Shares issuable upon exercise of Holder's rights contained in the Warrant are not registered under the Securities Act or Xxx xx qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the Holder's representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 4.

Appears in 1 contract

Samples: Warrant Agreement (Us Dataworks Inc)

Private Issue. The Holder understands (i) that this Warrant and the Shares issuable upon exercise of the Holder’s rights contained herein are not registered under the Securities 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 qualification qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle IV.

Appears in 1 contract

Samples: Warrant Agreement (Angie's List, Inc.)

Private Issue. The Holder understands (i) that the Shares issuable upon exercise of Holder's rights contained in the Warrant are not registered under the Securities uxxxx xhe Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the Holder's representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 5.

Appears in 1 contract

Samples: Warrant to Purchase Common Stock (Ultradata Systems Inc)

Private Issue. The Holder understands (i) that the Shares issuable upon exercise of the Holder’s rights contained in the Warrant are not registered under the Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s reliance on such exemption is predicated on the Holder’s representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 6.

Appears in 1 contract

Samples: Warrant Agreement (Zero Gravity Solutions, Inc.)

Private Issue. The Holder understands (i) that neither the Shares are not 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 has been registered under the Securities 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 qualification 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. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActSection 18.

Appears in 1 contract

Samples: Preferred Stock Purchase Warrant (Fluidigm Corp)

Private Issue. The Holder understands (i) that the Shares issuable upon exercise of Holder's rights contained in the Warrant are not registered under the Securities Act xxx Xxt or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the Holder's representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 5.

Appears in 1 contract

Samples: Warrant Agreement (Radix Marine Inc)

Private Issue. The Holder understands (i) that the Shares issuable upon exercise of Hxxxxx's rights contained in the Warrant are not registered under the Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the Holder's representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 4.

Appears in 1 contract

Samples: Warrant Agreement (One Voice Technologies Inc)

Private Issue. The Holder understands (i) that the Shares issuable upon exercise of Holder's rights contained in the Warrant are not registered under the Securities Act of 1933 (the “Act”) or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the Holder's representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActSection 5.

Appears in 1 contract

Samples: Warrant Agreement (Macrosolve Inc)

Private Issue. The Holder understands (i) that the Shares issuable upon exercise of Holder's rights contained in the Warrant are not registered under the Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by this the Warrant will be exempt from the registration and qualification qualifications requirements thereof, and (ii) that the Company’s 's reliance on such exemption is predicated on the Holder's representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActArticle 5.

Appears in 1 contract

Samples: Warrant Agreement (Nutradyne, Inc.)

Private Issue. The Registered Holder understands understands: (i) that the Shares are Warrant is not registered under the 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 qualification qualifications requirements thereofthereof pursuant to Section 4(2) of the Securities Act and any applicable state securities laws, and (ii) that the Company’s reliance on such exemption is predicated on the representations set forth in this Section. (e) ACCREDITED INVESTOR. The Holder is an “accredited investor” as such term is defined in Regulation D of the Securities ActSection 15.

Appears in 1 contract

Samples: Merger Agreement (Vringo Inc)