Common use of Representations and Warranties of the Placement Agent Clause in Contracts

Representations and Warranties of the Placement Agent. The Placement Agent represents and warrants to the Company for the Company's benefit, that: (a) The Placement Agent has not been the subject of any investigation by any Federal, State or local government agency during any time within five (5) years prior to the date Agreement, or as of the date hereof, and to its knowledge, no such investigation is currently threatened and (b) The Placement Agent is in compliance with all laws, rules and regulations applicable to broker- dealers in the jurisdictions in which it conducts business and with all applicable requirements and rules of the National Association of Securities Dealers, Inc. ("NASD") and is a member in good standing with the NASD.

Representations and Warranties of the Placement Agent. The Placement Agent represents and warrants to the Company for the Company's benefit, that: (a( a ) The Placement Agent has not been the subject of any investigation by any Federal, State or local government agency during any time within five (5) years prior to the date Agreement, or as of the date hereof, and to its knowledge, no such investigation is currently threatened and (b( b ) The Placement Agent is in compliance with all laws, rules and regulations applicable to broker- dealers in the jurisdictions in which it conducts business and with all applicable requirements and rules of the National Association of Securities Dealers, Inc. ("NASD") and is a member in good standing with the NASD.