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 such Purchaser’s own interests. The Purchaser must bear the economic risk of this investment indefinitely unless the Securities are registered pursuant to the Securities Act, or an exemption from registration is available. The Purchaser understands that the Company has no present intention of registering the Securities. The Purchaser also understands that there is no assurance that any exemption from registration under the Securities Act shall be available and that, even if available, such exemption may not allow the Purchaser to transfer all or any portion of the Securities under the circumstances, in the amounts or at the times the Purchaser might propose.
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Samples: Note and Warrant Purchase and Security Agreement (Broadcast International Inc), Note and Warrant Purchase and Security Agreement (Broadcast International Inc)
Purchaser Bears Economic Risk. The Each 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 such Purchaser’s its own interests. The Each Purchaser must acknowledges that it may have to bear the economic risk of this investment indefinitely unless investment. Except as contemplated by the Securities are registered pursuant to the Securities ActRegistration Rights Agreement, or an exemption from registration is available. The each Purchaser understands that the Company has no present intention of registering the Securitiesselling or otherwise transferring its respective Note, Warrant or Conversion Shares, or any interest therein. The Each Purchaser also understands that there is no assurance that any exemption from registration under the Securities Act shall will be available and that, even if available, that such exemption may not allow the each Purchaser to transfer all or any portion of the Securities its respective Note, Warrant or Conversion Shares under the circumstances, in the amounts or at the times the each Purchaser might propose.
Appears in 1 contract
Samples: 9 Purchase Agreement (Equitex 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 such Purchaser’s its own interests. The Purchaser must bear the economic risk of this investment indefinitely unless the Securities Shares are registered pursuant to the Securities Act, or an exemption from registration is available. The Except as otherwise contemplated herein, the Purchaser understands that the Company has no present intention of registering the SecuritiesShares. The Purchaser also understands that there is no assurance that any exemption from registration under the Securities Act shall will be available and that, even if available, such exemption may not allow the such Purchaser to transfer all or any portion of the Securities Shares under the circumstances, in the amounts or at the times the such Purchaser might propose.
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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 such Purchaser’s its own interests. The Purchaser must bear the economic risk of this investment indefinitely unless the Securities Shares are registered pursuant to the Securities Act, or an exemption from registration is available. The Purchaser understands that the Company has no present intention of registering registering, or obligation to register, the SecuritiesShares. The Purchaser also understands that there is no assurance that any exemption from registration under the Securities Act shall will be available and that, even if available, such exemption may not allow the Purchaser to transfer all or any portion of the Securities Shares, under the circumstances, in the amounts or at the times the each Purchaser might propose.
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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 such Purchaser is capable of evaluating the merits and risks of its such Purchaser’s investment in the Company and has the capacity to protect such Purchaser’s own interests. The Such Purchaser must bear the economic risk of this investment indefinitely unless the Securities Shares and the shares underlying the Warrants (the “Warrant Shares”) are registered pursuant to the Securities Act, or an exemption from registration is available. The Purchaser understands that the Company has no present intention of registering the Securities. The Such Purchaser also understands that there is no assurance that any exemption from registration under the Securities Act shall will be available and that, even if available, such exemption may not allow the such Purchaser to transfer all or any portion of the Securities Shares, Warrants or Warrant Shares under the circumstances, in the amounts or at the times the such Purchaser might propose.
Appears in 1 contract
Samples: Subscription Agreement (Innovate Biopharmaceuticals, 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 such Purchaser’s its own interests. The Purchaser must bear the economic risk of this investment indefinitely unless the Securities Purchased Shares, the Warrant or the Underlying Shares are registered pursuant to the Securities Act, or an exemption from registration is available. The Purchaser understands that the Company has no present intention of registering the Securities. The Purchaser also understands that there is no assurance that any exemption from registration under the Securities Act shall will be available and that, even if available, such exemption may not allow the Purchaser to transfer all or any portion of the Securities under Purchased Shares the circumstancesWarrant or the Underlying Shares, in the amounts or at the times the Purchaser might propose.
Appears in 1 contract
Samples: Restricted Stock and Warrant Purchase Agreement (Net TALK.COM, 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 the Purchaser is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect such Purchaser’s its own interests. The Purchaser must bear the economic risk of this investment indefinitely unless the Securities Shares are registered pursuant to the Securities Act, or an exemption from registration is available. The Purchaser understands that the Company has no present intention of registering the SecuritiesShares or any shares of its Common Stock. The Purchaser also understands that there is no assurance that any exemption from registration under the Securities Act shall will be available and that, even if available, such exemption may not allow the Purchaser to transfer all or any portion of the Securities Shares under the circumstances, in the amounts or at the times the Purchaser might propose.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Tenon Medical, Inc.)
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 such Purchaser’s its own interests. The Such Purchaser must bear the economic risk of this investment indefinitely unless the Securities Shares are registered pursuant to the Securities Act, or an exemption from registration is available. The Such Purchaser understands that the Company has no present intention of registering the SecuritiesShares or any shares of the Common Stock. The Such Purchaser also understands that there is no assurance that any exemption from registration under the Securities Act shall will be available and that, even if available, such exemption may not allow the such Purchaser to transfer all or any portion of the Securities Shares under the circumstances, in the amounts or at the times the that such Purchaser might proposepropose or desire.
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Helix TCS, 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 such Purchaser’s its own interests. The Purchaser must bear the economic risk of this investment indefinitely unless the Securities Shares are registered pursuant to the Securities Act, or an exemption from registration is available. The Purchaser understands that the Company has no present intention of registering the SecuritiesShares. The Purchaser also understands that there is no assurance that any exemption from registration under the Securities Act shall will be available and that, even if available, such exemption may not allow the Purchaser to transfer all or any portion of the Securities Shares under the circumstances, in the amounts or at the times the Purchaser might propose.. (b)
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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 such Purchaser’s its own interests. The Purchaser must bear the economic risk of this investment indefinitely unless the Securities are registered pursuant to the Securities Act, or an exemption from registration is available. The Purchaser understands that the Company has no present intention of registering the SecuritiesSecurities or any shares of its Common Stock. The Purchaser also understands that there is no assurance that any exemption from registration under the Securities Act shall will be available and that, even if available, such exemption may not allow the Purchaser to transfer all or any portion of the Securities under the circumstances, in the amounts or at the times the Purchaser might propose.
Appears in 1 contract
Samples: Stock Purchase Agreement (Omni Bio Pharmaceutical, 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 by reason of its, or of its management's, business or financial experience, the Purchaser has the capacity to protect its own interests in connection with such Purchaser’s own interestsinvestment and the Amended Warrants and exercise of the Amended Warrants. The Purchaser must bear the economic risk of this its investment in the Company indefinitely unless the Securities Warrant Shares are registered pursuant to the Securities Act, or an exemption from registration is available. The Purchaser understands that the Company has no present intention of registering the Securities. The Purchaser also understands that there is no assurance that any exemption from registration under the Securities Act shall will be available and that, even if available, such exemption may not allow the Purchaser to transfer all or any portion of the Securities Amended Warrants or the Warrant Shares under the circumstances, in the amounts or at the times the Purchaser might propose.
Appears in 1 contract
Samples: Investment Agreement (Tivo 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 such Purchaser’s its own interests. The Purchaser must bear the economic risk of this investment indefinitely unless the Securities Units are registered pursuant to the Securities Act, or an exemption from registration is available. The Purchaser understands that the Company has no present intention of registering the Securitiesany Units. The Purchaser also understands that there is no assurance that any exemption from registration under the Securities Act shall will be available and that, even if available, such exemption may not allow the Purchaser to transfer all or any portion of the Securities Units under the circumstances, in the amounts or at the times that the Purchaser might proposepropose or desire.
Appears in 1 contract
Samples: Series a Preferred Unit Purchase Agreement (Navidea Biopharmaceuticals, 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 such Purchaser’s its own interests. The Purchaser must bear the economic risk of this investment indefinitely unless the Securities Purchaser Shares issuable to the Purchaser are registered pursuant to the Securities Act, or an exemption from registration is available. The Purchaser understands that the Company has no present intention of registering the SecuritiesPurchaser Shares. The Purchaser also understands that there is no assurance that any exemption from registration under the Securities Act shall will be available and that, even if available, such exemption may not allow the Purchaser to transfer all or any portion of the Securities under the circumstancesPurchaser Shares, in the amounts or at the times the Purchaser might propose.
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 such Purchaser’s its own interests. The Purchaser must bear the economic risk of this investment indefinitely unless the Securities Shares are registered pursuant to the Securities Act, or an exemption from registration is available. The Purchaser understands that the Company has no present intention of registering the SecuritiesShares or any of its Common Shares. The Purchaser also understands that there is no assurance that any exemption from registration under the Securities Act shall will be available and that, even if available, such exemption may not allow the Purchaser to transfer all or any portion of the Securities Shares under the circumstances, in the amounts or at the times the Purchaser might propose.
Appears in 1 contract
Samples: Common Share Purchase Agreement (Blacksands Petroleum, Inc.)
Purchaser Bears Economic Risk. The Purchaser has substantial such knowledge and experience in evaluating financial and investing in private placement transactions of securities in companies similar business matters as to the Company so that it is be capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect such Purchaser’s its own interests. The Purchaser must bear the economic risk of this investment indefinitely unless the Securities Shares (or the Conversion Shares) are registered pursuant to the Securities Act, or an exemption from registration is available. The Purchaser understands that the Company has no present intention of registering the SecuritiesShares, the Conversion Shares or any shares of its Common Stock. The Purchaser also understands that there is no assurance that any exemption from registration under the Securities Act shall will be available and that, even if available, such exemption may not allow the Purchaser to transfer all or any portion of the Securities Shares or the Conversion Shares under the circumstances, in the amounts or at the times the Purchaser might propose.
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Rightnow Technologies Inc)