Representations and Covenants of the Holder. The Holder represents that this Warrant and any Warrant Shares issued or issuable upon exercise of this Warrant, will be acquired for investment for its own account, not as a nominee or agent, and not with a view to the sale or distribution of any part thereof, and that it has no present intention of selling, granting any participation in or otherwise distributing the same. Such Holder understands and acknowledges that the offering of this Warrant, and any issuance of Common Stock on exercise thereof, will 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 pursuant to Section 4(2) of the Act, and that the Company’s reliance on such exemption is predicated on the Holder’s representations set forth herein. Such Holder represents that it is experienced in evaluating companies such as the Company, is able to fend for itself in investments such as this one, and has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of its prospective investment in the Company.
Appears in 4 contracts
Samples: Common Stock Purchase Warrant (St Cloud Capital Partners Lp), Common Stock Purchase Warrant (National Holdings Corp), Common Stock Purchase Warrant (National Holdings Corp)
Representations and Covenants of the Holder. The Holder represents that this Warrant and any Warrant Shares issued or issuable upon exercise of this Warrant, to be received will be acquired for investment for its own account, not as a nominee or agent, and not with a view to the sale or distribution of any part thereof, and that it has no present intention of selling, granting any participation in or otherwise distributing the same. Such Holder understands and acknowledges that the offering of this Warrant, and any issuance of Common Stock on exercise conversion thereof, will 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 pursuant to Section 4(2) of the Act, and that the Company’s 's reliance on such exemption is predicated on the Holder’s 's representations set forth herein. Such Holder represents that it is experienced in evaluating companies such as the Company, is able to fend for itself in investments such as this one, and has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of its prospective investment in the Company.
Appears in 3 contracts
Samples: Common Stock Purchase Warrant (Triage Partners LLC), Warrant Agreement (Olympic Cascade Financial Corp), Warrant Agreement (Olympic Cascade Financial Corp)
Representations and Covenants of the Holder. The Holder represents that this Warrant and any Warrant Shares Stock issued or issuable upon exercise of this Warrant, to be received will be acquired for investment for its own account, not as a nominee or agent, and not with a view to the sale or distribution of any part thereof, and that it has no present intention of selling, granting any participation in or otherwise distributing the same. Such Holder understands and acknowledges that the offering of this Warrant, and any issuance of Common Stock on exercise thereofconversion thereof may not, will 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 pursuant to Section 4(2) of the Securities Act, and that the Company’s 's reliance on such exemption is predicated on the Holder’s 's representations set forth herein. Such Holder represents that it is experienced in evaluating companies such as the Company, is able to fend for itself in investments such as this one, and has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of its prospective investment in the Company. Such Holder also represents that it is an "accredited investor" as such term is defined in Rule 501 under the Act.
Appears in 2 contracts
Samples: Common Stock Purchase Warrant (Socket Communications Inc), Series B Preferred Stock Purchase Agreement (Socket Communications Inc)
Representations and Covenants of the Holder. The Holder represents that this Warrant and any Warrant Shares issued or issuable upon exercise of this Warrant, to be received will be acquired for investment for its own account, not as a nominee or agent, and not with a view to the sale or distribution of any part thereof, and that it has no present intention of selling, granting any participation in or otherwise distributing the same. Such Holder understands and acknowledges that the offering of this Warrant, and any issuance of Common Stock on exercise thereofconversion thereof , will 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 pursuant to Section 4(2) of the Act, and that the Company’s 's reliance on such exemption is predicated on the Holder’s 's representations set forth herein. Such Holder represents that it is experienced in evaluating companies such as the Company, is able to fend for itself in investments such as this one, and has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of its prospective investment in the Company.
Appears in 2 contracts
Samples: Common Stock Purchase Warrant (Socket Communications Inc), Common Stock Purchase Warrant (Socket Communications Inc)
Representations and Covenants of the Holder. The Holder represents that this Warrant Option and any Warrant Shares issued or issuable upon exercise of this WarrantOption, to be received will be acquired for investment for its own account, not as a nominee or agent, and not with a view to the sale or distribution of any part thereof, and that it has no present intention of selling, granting any participation in or otherwise distributing the same. Such Holder understands and acknowledges that the offering of this WarrantOption, and any issuance of Common Stock on exercise conversion thereof, will 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 pursuant to Section 4(2) of the Act, and that the Company’s 's reliance on such exemption is predicated on the Holder’s 's representations set forth herein. Such Holder represents that it is experienced in evaluating companies such as the Company, is able to fend for itself in investments such as this one, and has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of its prospective investment in the Company.
Appears in 1 contract
Samples: Stock Option Compensation Agreement (Bravo Foods International Corp)