Common use of Representations and Warranties of the Debt Holder Clause in Contracts

Representations and Warranties of the Debt Holder. The Debt Holder represents and warrants as follows: (a) The Debt Holder and its advisors have had a reasonable opportunity to ask questions of and receive answers from the Company concerning the terms of the exchange, the indebtedness and capitalization of the Company, and the shares of Common Stock to be issued in the exchange. (b) The Debt Holder has been supplied with or has sufficient access to all reports of the Company filed with the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended, and all other information, including financial statements and other financial information of the Company, and has been afforded an opportunity to ask questions of and receive answers from officers of the Company concerning information to which a reasonable investor would attach significance in making investment decisions. (c) The Debt Holder is not purchasing the shares of Common Stock in this exchange as a result of or subsequent to any advertisement, articles, notice or other communication published in any newspaper, television or radio or presented at any seminar or meeting, or any solicitation of a subscription by a person not previously known to the Debt Holder in connection with investments in securities generally.

Appears in 2 contracts

Samples: Exchange Agreement (Ultrastrip Systems Inc), Exchange Agreement (Ultrastrip Systems Inc)

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Representations and Warranties of the Debt Holder. The Debt Holder represents and warrants as follows: (a) The Debt Holder and its advisors have had a reasonable opportunity to ask questions of and receive answers from the Company concerning the terms of the exchange, the indebtedness and capitalization of the Company, and the shares of Common Stock to be issued in the exchange. (b) The Debt Holder has been supplied with or has sufficient access to all reports of the Company filed with the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended, and all other information, including financial statements and other financial information of the Company, and has been afforded an opportunity to ask questions of and receive answers from officers of the Company concerning information to which a reasonable investor would attach significance in making investment decisions. (c) The Debt Holder is not purchasing the shares of Common Stock in this exchange as a result of or subsequent to any advertisement, articles, notice or other communication published in any newspaper, television or radio or presented at any seminar or meeting, or any solicitation of a subscription by a person not previously known to the Debt Holder in connection with investments in securities generally. ---------- *Board price to be inserted in this Agreement before sending to debt holders.

Appears in 2 contracts

Samples: Exchange Agreement (Ultrastrip Systems Inc), Exchange Agreement (Ultrastrip Systems Inc)

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Representations and Warranties of the Debt Holder. The Debt Holder represents and warrants as follows: (a) The Debt Holder and its advisors have had a reasonable opportunity to ask questions of and receive answers from the Company concerning the terms of the exchange, the indebtedness and capitalization of the Company, and the shares of Common Stock to be issued in the exchange. (b) The Debt Holder has been supplied with or has sufficient access to all reports of the Company filed with the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended, and all other information, including financial statements and other financial information of the Company, and has been afforded an opportunity to ask questions of and receive answers from officers of the Company concerning information to which a reasonable investor would attach significance in making investment decisions. (c) The Debt Holder is not purchasing the shares of Common Stock in this exchange as a result of or subsequent to any advertisement, articles, notice or other communication published in any newspaper, television or radio or presented at any seminar or meeting, or any solicitation of a a (1) subscription by a person not previously known to the Debt Holder in connection with investments in securities generally.

Appears in 1 contract

Samples: Exchange Agreement (Ultrastrip Systems Inc)

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