Common use of Private Offering Clause in Contracts

Private Offering. It is an “accredited investor” as such term is defined in Rule 501(a) of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”) or it is not a “U.S. Person” as defined in Rule 902 of Regulation S (“Regulation S”) under the Securities Act. It acknowledges that the sale contemplated hereby is being made in reliance on a private placement exemption to “Accredited Investors” within the meaning of Section 501(a) of Regulation D under the Securities Act and similar exemptions under state law or a non-U.S. Person under Regulation S.

Appears in 111 contracts

Samples: Unit Subscription Agreement (Rising Dragon Acquisition Corp.), Private Placement Unit Subscription Agreement (Expectation Acquisition Corp), Unit Subscription Agreement (Eureka Acquisition Corp)

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Private Offering. It is an “accredited investor” as such term is defined in Rule 501(a) of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”) or it is not a “U.S. Person” as defined in Rule 902 of Regulation S (“Regulation S”) under the Securities Act. It The Purchaser acknowledges that the sale contemplated hereby is being made in reliance on a private placement exemption to “Accredited Investors” within the meaning of Section 501(a) of Regulation D under the Securities Act and similar exemptions under state law or a non-U.S. Person under Regulation S.

Appears in 4 contracts

Samples: Amended and Restated Unit Subscription Agreement (Pacific Special Acquisition Corp.), Unit Subscription Agreement (Pacific Special Acquisition Corp.), Warrant Subscription Agreement (DT Asia Investments LTD)

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Private Offering. It is an “accredited investor” as such term is defined in Rule 501(a) of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”) or and it is not a “U.S. Person” as defined in Rule 902 of Regulation S (“Regulation S”) under the Securities Act. It acknowledges that the sale contemplated hereby is being made in reliance on a private placement exemption to “Accredited Investors” within the meaning of Section 501(a) of Regulation D under the Securities Act and similar exemptions under state law or a non-U.S. Person under Regulation S.

Appears in 3 contracts

Samples: Private Placement Unit Subscription Agreement (DT Cloud Star Acquisition Corp), Private Placement Unit Subscription Agreement (DT Cloud Star Acquisition Corp), Private Placement Unit Subscription Agreement (DT Cloud Star Acquisition Corp)

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