Common use of Representation by the Holder Clause in Contracts

Representation by the Holder. The Holder, by the acceptance hereof, represents and warrants that (a) it is acquiring this Warrant and, upon any exercise hereof, will acquire the Warrant Shares issuable upon such exercise, for its own account and not with a view to or for distributing or reselling such Warrant Shares or any part thereof in violation of the Securities Act or any applicable state securities law, except pursuant to sales registered or exempted under the Securities Act and (b) at the time the Holder was offered this Warrant, it was, and as of the date hereof it is, and on each date on which it exercises this Warrants, it will either be an “accredited investor” as defined in Rule 501(a) under the Securities Act or a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act.

Appears in 3 contracts

Samples: Placement Agency Agreement (Oxygen Biotherapeutics, Inc.), Placement Agency Agreement (Oxygen Biotherapeutics, Inc.), Placement Agency Agreement (Oxygen Biotherapeutics, Inc.)

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Representation by the Holder. The Holder, by the acceptance hereof, represents and warrants that (a) it is acquiring this Warrant and, upon any exercise hereof, will acquire the Warrant Shares issuable upon such exercise, for its own account and not with a view to or for distributing or reselling such Warrant Shares or any part thereof in violation of the Securities 1933 Act or any applicable state securities law, except pursuant to sales registered or exempted under the Securities 1933 Act and (b) at the time the Holder was offered this Warrant, it was, and as of the date hereof it is, and on each date on which it exercises this Warrants, it will either be an “accredited investor” as defined in Rule 501(a) under the Securities Act or a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities 1933 Act.

Appears in 2 contracts

Samples: Common Stock Purchase Warrant (Alterola Biotech Inc.), Common Stock Purchase Warrant (Bloomios, Inc.)

Representation by the Holder. The Holder, by the acceptance hereof, represents and warrants that (a) it is acquiring this Warrant and, upon any exercise hereof, will acquire the Warrant Shares issuable upon such exercise, for its own account and not with a view to or for distributing or reselling such Warrant Shares or any part thereof in violation of the Securities Act or any applicable state securities law, except pursuant to sales registered or exempted under the Securities Act and (b) at Act. At the time the Holder was offered this Warrant, it was, and as of the date hereof it is, and on each date on which it exercises this WarrantsWarrant, it will be either be an “accredited investor” as defined in Rule 501(a) under the Securities Act or a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act.

Appears in 2 contracts

Samples: Securities Agreement (Anavex Life Sciences Corp.), Securities Agreement (Anavex Life Sciences Corp.)

Representation by the Holder. The Holder, by the acceptance hereof, represents and warrants that as follows: (ai) it The Holder is acquiring this Warrant and, upon any exercise hereof, will acquire the Warrant Shares issuable upon such exercise, for its own account and not with a view to or for distributing or reselling such Warrant Shares or any part thereof in violation of the Securities Act or any applicable state securities law, except pursuant to sales registered or exempted under the Securities Act and Act. (bii) at At the time the Holder was offered this Warrant, it was, and as of the date hereof it is, and on each date on which it exercises this WarrantsWarrant, it will either be an “accredited investor” as defined in Rule 501(a501(a)(1), (a)(2), (a)(3), (a)(7) under the Securities Act or a “qualified institutional buyer” as defined in Rule 144A(a(a)(8) under the Securities Act.

Appears in 2 contracts

Samples: Security Agreement (Tenax Therapeutics, Inc.), Security Agreement (Tenax Therapeutics, Inc.)

Representation by the Holder. The Holder, by the acceptance hereof, represents and warrants that (a) it is acquiring this Warrant and, upon any exercise hereof, will acquire the Warrant Shares issuable upon such exercise, for its own account and not with a view to or for distributing or reselling such Warrant Shares or any part thereof in violation of the Securities Act or any applicable state securities law, except pursuant to sales registered or exempted under the Securities Act and (b) at the time the Holder was offered this Warrant, it was, and as of the date hereof it is, and on each date on which it exercises this WarrantsWarrant, it will be either be an “accredited investor” as defined in Rule 501(a) under the Securities Act or a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act.

Appears in 1 contract

Samples: Securities Agreement (ALKALINE WATER Co INC)

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Representation by the Holder. The Holder, by the acceptance hereof, represents and warrants that (a) it is acquiring this Warrant and, upon any exercise hereof, will acquire the Warrant Shares issuable upon such exercise, for its own account and not with a view to or for distributing or reselling such Warrant Shares or any part thereof in violation of the Securities Act or any applicable state securities law, except pursuant to sales registered or exempted under the Securities Act and (b) at the time the Holder was offered this Warrant, it was, and as of the date hereof it is, and on each date on which it exercises this Warrants, it will either be an “accredited investor” as defined in Rule 501(a) under the Securities Act or a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act.

Appears in 1 contract

Samples: Security Agreement (Genius Brands International, Inc.)

Representation by the Holder. The Holder, by the acceptance hereof, represents and warrants that (a) it is acquiring this Warrant and, upon any exercise hereof, will acquire the Warrant Shares issuable upon such exercise, for its own account and not with a view to or for distributing or reselling such Warrant Shares or any part thereof in violation of the Securities Act or any applicable state securities law, except pursuant to sales registered or exempted under the Securities Act and (b) at the time the Holder was offered this Warrant, it was, and as of the date hereof it is, and on each date on which it exercises this Warrants, Warrants it will be, either be an “accredited investor” as defined in Rule 501(a) under the Securities Act or a “qualified institutional buyer” as defined in Rule 144A(a) under the Securities Act.

Appears in 1 contract

Samples: Security Agreement (Rosetta Genomics Ltd.)

Representation by the Holder. The Holder, by the acceptance hereof, represents and warrants that (a) it is acquiring this Warrant and, upon any exercise hereof, will acquire the Warrant Shares issuable upon such exercise, for its own account and not with a view to or for distributing or reselling such Warrant Shares or any part thereof in violation of the Securities Act or any applicable state securities law, except pursuant to sales registered or exempted under the Securities Act and (b) at Act. At the time the such Holder was offered this Warrant, it was, and as of the date hereof it is, and on each date on which it exercises this WarrantsWarrant, it will either be an “accredited investor” as defined in Rule 501(a501(a)(1), (a)(2), (a)(3), (a)(7) under the Securities Act or a “qualified institutional buyer” as defined in Rule 144A(a(a)(8) under the Securities Act.

Appears in 1 contract

Samples: Security Agreement (Diffusion Pharmaceuticals Inc.)

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