Common use of Representations and Warranties of Optionees Clause in Contracts

Representations and Warranties of Optionees. Each Optionee hereby represents and warrants severally, and not jointly, as follows: (a) Optionee is aware of Mitek's business affairs and financial condition and has acquired sufficient information about Mitek to reach an informed and knowledgeable decision to acquire the Options. Optionee is acquiring the Options and the shares subject thereto for investment for Optionee's own account and not with the view to, or for resale in connection with, any "distribution" thereof within the meaning of the Act. (b) Each Optionee (i) has substantial investment experience; (ii) has such knowledge and experience in financial and business matters that makes Optionee capable of evaluating the merits and risks of the investment contemplated hereby; (iii) is financially capable of undertaking the risks inherent in the proposed acquisition of the Options and the purchase of the Shares; (iv) qualifies as an "accredited investor" as defined under Regulation D of the Act. (c) Optionee understands that the Shares must be held indefinitely unless subsequently registered under the Act and registered or qualified under applicable state securities laws or unless an exemption from such registration and qualification is applicable to any subsequent transfer. Optionees will not sell or transfer the Shares without registration under the Act and registration or qualification under applicable state securities laws, unless exempt therefrom. Optionee understands that Mitek has no present plans for registration or for qualification of the Shares and that Mitek has no obligation to register or to qualify the Shares for any future sale or transfer by Optionees. (d) Optionee is aware of the terms of Rule 144 adopted by the Securities and Exchange Commission under the Act, relating to the conditions under which "restricted securities" (which term may include the Shares) may be transferred without registration under the Act. Optionee understands that any future sale or transfer of the Shares may require compliance with Rule 144. (e) Notwithstanding the foregoing, Optionee understands that certain shares of Mitek have been registered under the Act and are publicly traded on NASDAQ.

Representations and Warranties of Optionees. Each Optionee optionee hereby represents and warrants severally, and not jointly, as follows: (a) Optionee is aware of Mitek's business affairs and financial condition and has acquired sufficient information about Mitek to reach an informed Informed and knowledgeable decision to acquire the Options. Optionee is acquiring the Options options and the shares subject thereto for investment for Optionee's own account and not with the view to, or for resale in connection with, any "distribution" thereof within the meaning of the Act. (b) Each Optionee (i) has substantial investment experience; (ii) has such knowledge and experience in financial and business matters that makes Optionee optionee capable of evaluating the merits and risks of the investment contemplated hereby; (iii) is financially capable of undertaking the risks inherent in the proposed acquisition of the Options options and the purchase of the Shares; (iv) qualifies as an "accredited investor" as defined under Regulation D of the Act. (c) Optionee understands that the Shares must be held hold indefinitely unless subsequently registered under the Act and registered or qualified under applicable state securities laws or unless an exemption from such registration and qualification is applicable to any subsequent transfer. Optionees will not sell or transfer the Shares without registration under the Act and registration or qualification under applicable state securities laws, unless exempt therefrom. , Optionee understands understand that Mitek has no present plans for registration or for qualification of the Shares and that Mitek has no obligation Obligation to register or to qualify the Shares for any future sale or transfer by Optionees. (d) Optionee is aware of the terms of Rule 144 adopted by the Securities and Exchange Commission commission under the Act, relating to the conditions under which "restricted securities" (which term may include the Shares) may May be transferred without registration under the Act. Optionee optioned understands that any future sale or transfer of the Shares may require compliance with Rule 144. (e) Notwithstanding the foregoing, Optionee optionee understands that certain shares of Mitek have been registered under the Act and are publicly traded on NASDAQ.