Common use of Reliance Upon Purchaser’s Representations Clause in Contracts

Reliance Upon Purchaser’s Representations. Each Purchaser understands that the Series A Preferred Stock is not, and any Common Stock acquired on conversion thereof at the time of issuance may not be, registered under the Securities Act on the ground that the sale provided for in this Agreement and the issuance of securities hereunder is exempt from registration under the Securities Act pursuant to Section 4(2) thereof, and that the Company’s reliance on such exemption is predicated on the Purchasers’ representations set forth herein. Each Purchaser realizes that the basis for the exemption may not be present if, notwithstanding such representations, the Purchaser has in mind merely acquiring shares of the Series A Preferred Stock for a fixed or determinable period in the future, or for a market rise, or for sale if the market does not rise. No Purchaser has any such intention.

Appears in 2 contracts

Samples: Employment Agreement (Vincera, Inc.), Employment Agreement (Vincera, Inc.)

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Reliance Upon Purchaser’s Representations. Each Purchaser understands that the Series A Preferred J Stock is not, and any Common Stock acquired on conversion thereof at the time of issuance may not be, registered under the Securities Act on the ground that the sale provided for in this Agreement and the issuance of securities hereunder is exempt from registration under the Securities Act pursuant to Section 4(2) Regulation D thereof, and that the Company’s 's reliance on such exemption is predicated on the Purchasers’ each Purchaser's representations set forth herein. Each Purchaser realizes that the basis for the exemption may not be present if, notwithstanding such representations, the Purchaser has in mind merely acquiring shares of the Series A Preferred J Stock for a fixed or determinable period in the future, or for a market rise, or for sale if the market does not rise. No Each Purchaser has any no such intention.

Appears in 1 contract

Samples: Stock Purchase Agreement (Viacell Inc)

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Reliance Upon Purchaser’s Representations. Each Purchaser understands ----------------------------------------- that the Series A Preferred Stock is Shares are not, and any Common Stock acquired on conversion thereof at the time of issuance may not be, registered under the Securities Act on the ground that the sale provided for in this Agreement and the issuance of securities hereunder is exempt from registration under the Securities Act pursuant to Section 4(2) thereof, and that the Company’s 's reliance on such exemption is predicated on the Purchasers’ Purchaser's representations set forth herein. Each Purchaser realizes that the basis for the exemption may not be present if, notwithstanding such representations, the Purchaser has in mind merely acquiring shares of the Series A Preferred Stock Shares for a fixed or determinable period in the future, or for a market rise, or for sale if the market does not rise. No Purchaser has any such intention.

Appears in 1 contract

Samples: Securities Purchase Agreement (Purchasepro Com Inc)

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