Purchaser Bears Economic Risk. 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. Purchaser must bear the economic risk of this investment until the Securities are registered pursuant to the Securities Act, or an exemption from registration is available.
Appears in 26 contracts
Samples: 25% Convertible Note Purchase Agreement (American Water Star Inc), 10% Convertible Note Purchase Agreement (American Water Star Inc), Securities Purchase Agreement (Socket Communications Inc)
Purchaser Bears Economic Risk. 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. Purchaser must bear the economic risk of this investment until the Securities are registered sold pursuant to to: (i) an effective registration statement under the Securities Act, ; or (ii) an exemption from registration is availableavailable with respect to such sale.
Appears in 15 contracts
Samples: Securities Purchase Agreement (Innovative Companies Inc), Securities Purchase Agreement (Time America Inc), Securities Purchase Agreement (Paincare 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 the Securities are registered sold pursuant to (i) an effective registration statement under the Securities 1933 Act, or (ii) an exemption from registration is available.
Appears in 11 contracts
Samples: Securities Purchase Agreement (Brainstorm Cell Therapeutics Inc), Securities Purchase Agreement (Brainstorm Cell Therapeutics Inc), Securities Purchase Agreement (Digital Angel Corp)
Purchaser Bears Economic Risk. 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. Purchaser must bear the economic risk of this investment until the Securities are registered sold pursuant to (i) an effective registration statement under the Securities Act, or (ii) an exemption from registration is available.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Tombstone Exploration Corp), Securities Purchase Agreement (Pure Capital Inc), Securities Purchase Agreement (Pure Capital Inc)
Purchaser Bears Economic Risk. 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. Such Purchaser must bear the economic risk of this investment until the Securities are registered sold pursuant to to: (i) an effective registration statement under the Securities Act, ; or (ii) an exemption from registration is availableavailable 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. 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. Purchaser must bear the economic risk of this investment until the Securities are registered pursuant to the Securities Act, or for an exemption from registration is availableindefinite 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 registered Shares in the United States pursuant to the Securities Act, or an exemption from registration is available.
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 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 registered pursuant to the Securities Act, or an exemption from registration is availableinvestment.
Appears in 3 contracts
Samples: Common Stock Purchase Agreement (GTM Holdings Inc), Stock and Asset Purchase Agreement (GTM Holdings Inc), Common Stock Purchase Agreement (GTM Holdings Inc)
Purchaser Bears Economic Risk. 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. Purchaser must bear the economic risk of this investment until the Securities are registered pursuant to the Securities Act, or an exemption from registration is available.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Cycle Country Accessories Corp), Securities Purchase Agreement (Laurus Master Fund LTD)
Purchaser Bears Economic Risk. Purchaser It 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. Purchaser must bear It acknowledges that investment in the economic risk private placement transactions involves a high degree of this investment until risk, and represents that it is able, without materially impairing its financial condition, to hold the Securities are registered pursuant Notes for a long period of time and to the Securities Act, or an exemption from registration is availablesuffer a complete loss of its investment.
Appears in 2 contracts
Samples: Note Purchase Agreement (Mortgageit Holdings Inc), Note Purchase Agreement (MortgageIT 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 the Securities are registered sold pursuant to to: (i) an effective registration statement under the Securities Act or the US Securities Act, ; or (ii) an exemption from registration is availableavailable 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. 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. Purchaser must bear the economic risk of this investment until indefinitely unless the Securities Shares are registered pursuant to the Securities Act, or an exemption from registration is available.
Appears in 2 contracts
Samples: Common Stock Subscription Agreement (Amerigon Inc), Common Stock Subscription Agreement (Amerigon Inc)
Purchaser Bears Economic Risk. 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. Purchaser must bear the economic risk of this investment until the Securities are registered sold pursuant to (a) an effective registration statement under the Securities Act, or (b) an exemption from registration is availableavailable with respect to such sale.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Axesstel Inc), Securities Purchase Agreement (Axesstel Inc)
Purchaser Bears Economic Risk. 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. Purchaser must bear the economic risk of this investment until indefinitely unless the Securities Shares are registered pursuant to the Securities Act, or an exemption from registration is available.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Faraday Future Intelligent Electric Inc.), Class a 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 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 registered pursuant to Shares represent an 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 an exemption from registration is availableany portion of the Shares in the amounts or at the times the Purchaser might propose.
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (Horizontal Ventures Inc), Common Stock Purchase Agreement (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 indefinitely unless the Securities Initial Preferred Stock, the Option Preferred Stock, the Dividend Stock, the Warrants, the Warrant Stock or the Conversion Stock are registered pursuant to the Securities Act, or an exemption from registration is available.
Appears in 2 contracts
Samples: Series a Preferred Stock Purchase Agreement (Internet Capital Group Inc), Series a 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 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 registered sold pursuant to to: (i) an effective registration statement under the Securities Act, ; or (ii) an exemption from registration is availableavailable with respect to such sale.
Appears in 1 contract
Purchaser Bears Economic Risk. 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. Such Purchaser must bear the economic risk of this investment until the Securities Shares are registered sold pursuant to (i) an effective registration statement under the Securities Act, or (ii) an exemption from registration is available.
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 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 registered sold pursuant to to: (i) an effective registration statement under the Securities Act, ; or (ii) an exemption from registration is availablewith respect to such sale.
Appears in 1 contract
Samples: Securities Purchase Agreement (Proxim Wireless Corp)
Purchaser Bears Economic Risk. 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. Purchaser must bear the economic risk of this investment indefinitely unless and until the Securities Shares are registered pursuant to the Securities Act, or an exemption from registration is available.
Appears in 1 contract
Purchaser Bears Economic Risk. 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. Purchaser must bear the economic risk of this investment indefinitely until such time as the Securities Units are registered pursuant to the Securities Act, or an exemption from registration is available.
Appears in 1 contract
Samples: Membership Unit 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. Purchaser must bear the economic risk of this investment until the Securities are registered pursuant to the Securities Act, or an exemption from registration is available.
Appears in 1 contract
Samples: Stock Purchase Agreement (Calithera Biosciences, Inc.)
Purchaser Bears Economic Risk. 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. Purchaser must bear the economic risk of this investment until the Securities are registered pursuant to the Securities Act, or an exemption from registration is available.
Appears in 1 contract
Samples: Securities Purchase Agreement (Metropolitan Health Networks 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 may be required to bear the economic risk of this investment until indefinitely. The Purchaser understands that the Securities are registered Company has no present intention of registering the Placement Shares, Placement Options, Replacement Options or Underlying Shares in the United States pursuant to the Securities Act, or an exemption from registration is available.
Appears in 1 contract
Purchaser Bears Economic Risk. 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. 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 registered pursuant to the Securities Act, or an exemption from registration is available.
Appears in 1 contract
Samples: Convertible Preference Shares and Warrant Purchase Agreement (Opentv Corp)
Purchaser Bears Economic Risk. 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. Purchaser must bear the economic risk of this investment until the Securities are registered pursuant to the Securities Act, or an exemption from registration is available.own
Appears in 1 contract
Samples: Securities Purchase Agreement (Gamma Pharmaceuticals Inc)
Purchaser Bears Economic Risk. 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. Purchaser must bear the economic risk of this investment indefinitely until such time as the Securities Shares are registered pursuant to the Securities Act, or an exemption from registration is available.
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 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 registered sold pursuant to to: (i) an effective registration statement under the Securities Act, ; or (ii) an exemption from registration is availableavailable 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 registered sold pursuant to to: (i) an effective registration statement under the Securities Act, ; or (ii) an exemption from registration is availableavailable with respect to such sale.
Appears in 1 contract
Purchaser Bears Economic Risk. 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. Such Purchaser must bear the economic risk of this investment until the Securities Shares and any Additional Shares are registered sold pursuant to (i) an effective registration statement under the Securities Act, or (ii) an exemption from registration is available.
Appears in 1 contract
Purchaser Bears Economic Risk. 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. Purchaser must bear the economic risk of this investment indefinitely unless and until the Securities Shares are registered pursuant to the Securities Act, or an exemption from registration is 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 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 registered sold pursuant to to: (i) an effective registration statement under the Securities Act, ; or (ii) an exemption from registration is available.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 interestsCompany. The Purchaser must bear the economic risk of this investment until the Securities are registered sold pursuant to to: (i) an effective registration statement under the Securities Act, ; or (ii) an exemption from registration is availableavailable 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 registered pursuant to the Securities Act, or an exemption from registration is availableinvestment.
Appears in 1 contract
Samples: Securities Purchase Agreement (Vertex Interactive Inc)
Purchaser Bears Economic Risk. 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. Purchaser must bear the economic risk of this investment indefinitely unless and until the Securities are registered pursuant to the Securities Act, or an exemption from registration is available.Shares are
Appears in 1 contract
Samples: Securities Purchase Agreement (Alpha Virtual Inc/Ca/)
Purchaser Bears Economic Risk. 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. Purchaser must bear the economic risk of this investment until the Securities are registered pursuant to the Securities Act, or an exemption from registration is available.
Appears in 1 contract
Samples: Share Purchase Agreement (Esports Technologies, Inc.)