Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment until the Securities are sold pursuant to: (i) an effective registration statement under the Securities Act; or (ii) an exemption from registration is available with respect to such sale.
Appears in 80 contracts
Samples: Securities Purchase Agreement (American Water Star Inc), Securities Purchase Agreement (Petrol Oil & Gas Inc), Securities Purchase Agreement (Bio Key International Inc)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment until the Securities are sold registered pursuant to: (i) an effective registration statement under to the Securities Act; , or (ii) an exemption from registration is available with respect to such saleavailable.
Appears in 26 contracts
Samples: Convertible Note Purchase Agreement (American Water Star Inc), Convertible Note Purchase Agreement (American Water Star Inc), Securities Purchase Agreement (Socket Communications Inc)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment until the Securities are sold pursuant to: (i) an effective registration statement under the Securities Act; or (ii) an exemption from registration is available with respect to such sale.
Appears in 15 contracts
Samples: Securities Purchase Agreement (Innovative Companies Inc), Securities Purchase Agreement (Innovative Companies Inc), Securities Purchase Agreement (Transgenomic Inc)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment until the Securities are sold pursuant to: to (i) an effective registration statement under the Securities Act; , or (ii) an exemption from registration is available with respect to such sale.
Appears in 12 contracts
Samples: Securities Purchase Agreement (Electric City Corp), Securities Purchase Agreement (Electric City Corp), Securities Purchase Agreement (Numerex Corp /Pa/)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment until the Securities are sold pursuant to: to (i) an effective registration statement under the Securities 1933 Act; , or (ii) an exemption from registration is available with respect to such saleavailable.
Appears in 11 contracts
Samples: Securities Purchase Agreement (Brainstorm Cell Therapeutics Inc), Securities Purchase Agreement (Brainstorm Cell Therapeutics Inc), Securities Purchase Agreement (Stockeryale Inc)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it he is capable of evaluating the merits and risks of its his investment in the Company Company, and has the capacity to protect its his own interests. The Purchaser must bear the economic risk of this investment until the Securities are sold pursuant to: to (i) an effective registration statement under the Securities Act; , or (ii) an exemption from registration is available with respect to such saleavailable.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Pure Capital Inc), Securities Purchase Agreement (Pure Capital Inc), Securities Purchase Agreement (Tombstone Exploration Corp)
Purchaser Bears Economic Risk. The Such Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Such Purchaser must bear the economic risk of this investment until the Securities are sold pursuant to: (i) an effective registration statement under the Securities Act; or (ii) an exemption from registration is available with respect to such sale.
Appears in 5 contracts
Samples: Securities Exchange Agreement (Bio Key International Inc), Securities Purchase Agreement (Bio Key International Inc), Securities Purchase Agreement (Bio Key International Inc)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment until the Securities are sold pursuant to: (i) for an effective registration statement under the Securities Act; or (ii) an exemption from registration is available with respect to such saleindefinite period of time.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Global Digital Solutions Inc), Securities Purchase Agreement (Us Farms, Inc.), Securities Purchase Agreement (Gamma Pharmaceuticals Inc)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interestsinterests (subject to its reliance on the representations and warranties given by the Company in Section 3). The Purchaser must be able to bear the economic risk of this investment until and understands that Company has no present intention of registering the Securities are sold Shares in the United States pursuant to: (i) an effective registration statement under to the Securities Act; or (ii) an exemption from registration is available with respect to such sale.
Appears in 3 contracts
Samples: Share Subscription Agreement (Benitec Biopharma LTD/ADR), Share Subscription Agreement (California Capital Equity, LLC), Share Subscription Agreement (Benitec Biopharma LTD/ADR)
Purchaser Bears Economic Risk. The Such Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Such Purchaser must bear the economic risk of this investment until indefinitely unless the Securities Shares (or the Conversion Shares) are sold registered pursuant to: (i) an effective registration statement under to the Securities Act; , or (ii) an exemption from registration is available with respect available. Such Purchaser has requested, received, reviewed, and understood all information it deems relevant in making an informed decision to such salepurchase the Shares, including without limitation, the information contained in the Information Documents.
Appears in 3 contracts
Samples: Purchase Agreement (Bioject Medical Technologies Inc), Convertible Preferred Stock Purchase Agreement (Bioject Medical Technologies Inc), Purchase Agreement (Bioject Medical Technologies Inc)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must is able to bear the economic risk of this investment until the Securities are sold pursuant to: (i) an effective registration statement under the Securities Act; or (ii) an exemption from registration is available with respect to such saleinvestment.
Appears in 3 contracts
Samples: Common Stock Purchase Agreement (GTM Holdings Inc), Common Stock Purchase Agreement (GTM Holdings Inc), Common Stock and Asset Purchase Agreement (GTM Holdings Inc)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment until indefinitely unless the Securities Shares are sold registered pursuant to: (i) an effective registration statement under to the Securities Act; , or (ii) an exemption from registration is available with respect to such saleavailable.
Appears in 2 contracts
Samples: Common Stock Subscription Agreement (Amerigon Inc), Common Stock Subscription Agreement (Amerigon Inc)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment until indefinitely unless the Securities Shares are sold registered pursuant to: (i) an effective registration statement under to the Securities Act; , or (ii) an exemption from registration is available with respect to such saleavailable.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Faraday Future Intelligent Electric Inc.), Common Stock Purchase Agreement (Chippac Inc)
Purchaser Bears Economic Risk. The Purchaser has ----------------------------- substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment until indefinitely unless the Securities Initial Preferred Stock, the Option Preferred Stock, the Dividend Stock, the Warrants, the Warrant Stock or the Conversion Stock are sold registered pursuant to: (i) an effective registration statement under to the Securities Act; , or (ii) an exemption from registration is available with respect to such saleavailable.
Appears in 2 contracts
Samples: Series a Preferred Stock Purchase Agreement (Internet Capital Group Inc), Preferred Stock Purchase Agreement (SCP Private Equity Partners Ii Lp)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it he is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its his own interests. The Purchaser must bear the economic risk of this investment until investment. Accordingly, the Securities are sold pursuant to: (i) Shares represent an effective registration statement under illiquid investment. Purchaser also understands that circumstances such as a lack of any market for the Securities Act; Shares may be such that the Purchaser cannot transfer all or (ii) an exemption from registration is available with respect to such saleany portion of the Shares in the amounts or at the times the Purchaser might propose.
Appears in 2 contracts
Samples: Common Stock (Horizontal Ventures Inc), Common Stock (Horizontal Ventures Inc)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment until the Securities are sold pursuant to: (i) an effective registration statement under the Securities Act or the US Securities Act; or (ii) an exemption from registration is available with respect to such sale.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Creative Vistas Inc), Securities Purchase Agreement (Creative Vistas Inc)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment until the Securities are sold pursuant to: (i) an effective registration statement under the Securities Act; or (ii) an exemption from registration is available with respect to such sale.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Cycle Country Accessories Corp), Securities Purchase Agreement (Laurus Master Fund LTD)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment until the Securities are sold pursuant to: to (ia) an effective registration statement under the Securities Act; , or (iib) an exemption from registration is available with respect to such sale.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Axesstel Inc), Securities Purchase Agreement (Axesstel Inc)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment until the Securities are sold pursuant to: (i) an effective registration statement under the Securities Act; or (ii) an exemption from registration is available with respect to such sale.
Appears in 1 contract
Samples: Purchase Agreement (Positron Corp)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must may be required to bear the economic risk of this investment until indefinitely. The Purchaser understands that the Securities are sold Company has no present intention of registering the Placement Shares, Placement Options, Replacement Options or Underlying Shares in the United States pursuant to: (i) an effective registration statement under to the Securities Act; or (ii) an exemption from registration is available with respect to such sale.
Appears in 1 contract
Purchaser Bears Economic Risk. The Purchaser and/or its shareholders has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment until the Securities are sold pursuant to: (i) an effective registration statement under the Securities Act; or (ii) an exemption from registration is available with respect to such sale.
Appears in 1 contract
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it Purchaser is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its Purchaser's own interests. The Purchaser must bear the economic risk of this investment indefinitely unless and until the Securities are sold pursuant to: (i) an effective registration statement under the Securities Act; or (ii) an exemption from registration is available with respect to such sale.Shares are
Appears in 1 contract
Samples: Securities Purchase Agreement (Alpha Virtual Inc/Ca/)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it Purchaser is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its Purchaser's own interests. The Purchaser must bear the economic risk of this investment indefinitely unless and until the Securities Shares are sold registered pursuant to: (i) an effective registration statement under to the Securities Act; , or (ii) an exemption from registration is available with respect to such sale.available;
Appears in 1 contract
Samples: Securities Purchase Agreement (Franklin Electronic Publishers Inc)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company and its Subsidiaries so that it is capable of evaluating the merits and risks of its investment in the Company and its Subsidiaries and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment until the Securities are sold pursuant to: (i) an effective registration statement under the Securities Act; or (ii) an exemption from registration is available with respect to such sale.
Appears in 1 contract
Samples: Securities Purchase Agreement (Proxim Wireless Corp)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment indefinitely until such time as the Securities Units are sold registered pursuant to: (i) an effective registration statement under to the Securities Act; , or (ii) an exemption from registration is available with respect to such saleavailable.
Appears in 1 contract
Samples: Membership Unit Purchase Agreement (Auriga Laboratories, Inc.)
Purchaser Bears Economic Risk. The In the normal course of its business Purchaser has acquired substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Such Purchaser must bear the economic risk of this investment until the Securities Shares are sold pursuant to: to (i) an effective registration statement under the Securities Act; , or (ii) an exemption from registration is available with respect to such saleavailable.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Intermix Media, Inc.)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment indefinitely unless and until the Securities Shares are sold registered pursuant to: (i) an effective registration statement under to the Securities Act; , or (ii) an exemption from registration is available with respect to such saleavailable.
Appears in 1 contract
Purchaser Bears Economic Risk. The Such Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Such Purchaser must bear the economic risk of this investment until the Securities Shares and any Additional Shares are sold pursuant to: to (i) an effective registration statement under the Securities Act; , or (ii) an exemption from registration is available with respect to such saleavailable.
Appears in 1 contract
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Parent Company and its Subsidiaries so that it is capable of evaluating the merits and risks of its investment in the Parent Company and its Subsidiaries and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment until the Securities are sold pursuant to: (i) an effective registration statement under the Securities Act; or (ii) an exemption from registration is available with respect to such sale.
Appears in 1 contract
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment until the Securities are sold pursuant to: (i) an effective registration statement under the Securities Act; or (ii) an exemption from registration is available with respect to such saleinvestment.
Appears in 1 contract
Samples: Securities Purchase Agreement (Vertex Interactive Inc)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment indefinitely until such time as the Securities Shares are sold registered pursuant to: (i) an effective registration statement under to the Securities Act; , or (ii) an exemption from registration is available with respect to such saleavailable.
Appears in 1 contract
Samples: Stock Purchase Agreement (Auriga Laboratories, Inc.)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it and is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment until the Securities are sold pursuant to: (i) an effective registration statement under the Securities Act; or (ii) an exemption from registration is available with respect to such sale.
Appears in 1 contract
Samples: Stock Purchase Agreement (Calithera Biosciences, Inc.)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment until indefinitely unless the Securities Preference Shares (or the Conversion Shares), the Warrants (or the Warrant Shares) are sold registered pursuant to: (i) an effective registration statement under to the Securities Act; , or (ii) an exemption from registration is available with respect to such saleavailable.
Appears in 1 contract
Samples: Shares and Warrant Purchase Agreement (Opentv Corp)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private public placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in purchase of the Company Shares from the Seller and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment until the Securities are sold pursuant to: (i) an effective registration statement under the Securities Act; or (ii) an exemption from registration is available with respect to such sale.
Appears in 1 contract
Samples: Share Purchase Agreement (Esports Technologies, Inc.)
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interestsCompany. The Purchaser must bear the economic risk of this investment until the Securities are sold pursuant to: (i) an effective registration statement under the Securities Act; or (ii) an exemption from registration is available with respect to such sale.
Appears in 1 contract
Samples: Securities Purchase Agreement (Trimedia Entertainment Group Inc)
Purchaser Bears Economic Risk. The Purchaser has substantial ------------------------------ experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment until the Securities are sold pursuant to: (i) an effective registration statement under the Securities Act; or (ii) an exemption from registration is available with respect to such sale.
Appears in 1 contract
Purchaser Bears Economic Risk. The Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment until the Securities are sold pursuant to: (i) an effective registration statement under the Securities Act; or (ii) an exemption from registration is available with respect to such sale.own
Appears in 1 contract
Samples: Securities Purchase Agreement (Gamma Pharmaceuticals Inc)
Purchaser Bears Economic Risk. The Purchaser Bears Economic Risk" \l 2 Purchaser has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company so that it is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. The Purchaser must bear the economic risk of this investment until the Securities are sold registered pursuant to: (i) an effective registration statement under to the Securities Act; , or (ii) an exemption from registration is available with respect to such saleavailable.
Appears in 1 contract
Samples: Securities Purchase Agreement (Metropolitan Health Networks Inc)