Common use of Representations of Holder Clause in Contracts

Representations of Holder. The Holder hereby represents and acknowledges to the Company that: (a) It understands that this Warrant and the Warrant Stock will be “restricted securities” as such term is used in the rules and regulations under the Securities Act and that such securities have not been and will not be registered under the Securities Act or any state securities law, and that such securities must be held indefinitely unless registration is effected or transfer can be made pursuant to appropriate exemptions; (b) the Holder has read, and fully understands, the terms of this Warrant set forth on its face and the attachments hereto, including the restrictions on transfer contained herein; (c) the Holder is purchasing for investment for its own account and not with a view to or for sale in connection with any distribution of this Warrant and the Warrant Stock and it has no intention of selling such securities in a public distribution in violation of the federal securities laws or any applicable state securities laws; provided that nothing contained herein will prevent the Holder from transferring such securities in compliance with the terms of this Warrant and the applicable federal and state securities laws; and (d) the Company may affix the following legend (in addition to any other legend(s), if any, required by applicable state corporate and/or securities laws) to certificates for shares issued upon exercise of this Warrant:

Representations of Holder. The Holder hereby represents and acknowledges to the Company that: (a) It understands that this Warrant and the Warrant Stock will be “restricted securities” as such term is used in the rules and regulations under the Securities Act and that such securities have not been and will not be registered under the Securities Act or any state securities law, and that such securities must be held indefinitely unless registration is effected or transfer can be made pursuant to appropriate exemptions; (b) the Holder has read, and fully understands, the terms of this Warrant set forth on its face and the attachments hereto, including the restrictions on transfer contained herein; (c) the Holder is purchasing for investment for its own account and not with a view to or for sale in connection with any distribution of this Warrant and the Warrant Stock and it has no intention of selling such securities in a public distribution in violation of the federal securities laws or any applicable state securities laws; provided that nothing contained herein will prevent the Holder from transferring such securities in compliance with the terms of this Warrant and the applicable federal and state securities laws; and (d) the Company may affix the following legend (in addition to any other legend(s), if any, required by applicable state corporate and/or securities laws) to certificates for shares issued upon exercise of this Warrant:: “These securities have not been registered under the Securities Act of 1933, as amended. They may not be sold, offered for sale, pledged or hypothecated in the absence of a registration statement in effect with respect to the securities under such Act or an opinion of counsel satisfactory to the Company that such registration is not required or unless sold pursuant to Rule 144 of such Act.”

Representations of Holder. The Holder hereby represents represents, covenants and acknowledges to the Company that: (a1) It understands that this Warrant and the Warrant Stock will be Shares are “restricted securities” as such term is used in the rules and regulations under the Securities Act and that such securities have not been and will not be registered under the Securities Act or any state securities law, and that such securities must be held indefinitely unless registration is effected or a transfer can be made pursuant to appropriate exemptions; (b2) the Holder has read, and fully understands, the terms of this Warrant set forth on its face and the attachments hereto, including the restrictions on transfer contained herein; (c3) the Holder is purchasing for investment for its own account and not with a view to or for sale in connection with any distribution of this Warrant and or the Warrant Stock Shares and it has no intention of selling such securities in a public distribution in violation of the federal securities laws or any applicable state securities laws; provided that nothing contained herein will prevent ; (4) the Holder is an “accredited investor” within the meaning of paragraph (a) of Rule 501 of Regulation D promulgated by the Securities and Exchange Commission (the “Commission”) and an “excluded purchaser” within the meaning of Section 25102(f) of the California Corporate Securities Law of 1968; and (5) the Holder (i) has received all information the Holder has requested from transferring such securities in compliance with the Company and considers necessary or appropriate for deciding whether to acquire this Warrant, (ii) has had an opportunity to ask questions and receive answers from the Company regarding the terms and conditions of this Warrant and to obtain any additional information necessary to verify the applicable federal accuracy of the information given to the Holder, and state securities laws; and (diii) has such knowledge and experience in financial and business matters such that the Company may affix Holder is capable of evaluating the following legend (merits and risks of the investment in addition to any other legend(s), if any, required by applicable state corporate and/or securities laws) to certificates for shares issued upon exercise of this Warrant:.

Representations of Holder. The Holder hereby represents and acknowledges to the Company that: (a) It understands that 6.1 this Warrant, the Stock issuable upon exercise of this Warrant and the Warrant Stock any securities issued with respect to any of them by way of a stock dividend or stock split or in connection with a recapitalization, merger, consolidation or other reorganization will be “"restricted securities” " as such term is used in the rules and regulations under the Securities Act Act, and that such securities have not been and will may not be registered under the Securities Act or any state securities law, and that such securities must be held indefinitely unless registration is effected or transfer can be made pursuant to appropriate exemptions; (b) 6.2 the Holder has read, and fully understands, the terms of this Warrant set forth on its face and the attachments hereto, including the restrictions on transfer contained herein; (c) 6.3 the Holder is purchasing for investment for its own account and not with a view to or for sale in connection with any distribution of this Warrant and or the Stock of the Company issuable upon exercise of this Warrant Stock and it has no intention of selling such securities in a public distribution in violation of the federal securities laws or any applicable state securities laws; provided that nothing contained herein will prevent the Holder from transferring such securities in compliance with the terms of this Warrant and the applicable federal and state securities laws; and; (d) 6.4 the Company may affix the following legend legends (in addition to any other legend(s), if any, required by applicable state corporate and/or securities laws) to certificates for shares of Stock (or other securities) issued upon exercise of this Warrant:Warrant ("Warrant Shares"): "These securities have not been registered under the Securities Act of 1933, as amended. They may not be sold, offered for sale, pledged or hypothecated in the absence of a registration statement in effect with respect to the securities under such Act or an opinion of counsel satisfactory to the Company that such registration is not required or unless sold pursuant to Rule 144 of such Act."

Representations of Holder. The Holder hereby represents represents, covenants and acknowledges to the Company that: (a1) It understands that this Warrant and the Warrant Stock will be “Shares are "restricted securities” " as such term is used in the rules and regulations under the Securities Act Act, and that such securities this Warrant and the Warrant Shares have not been and will not be registered under the Securities Act or any state securities lawof 1933, and that such securities must be held indefinitely unless registration is effected or transfer can be made pursuant to appropriate exemptionsas amended; (b2) the Holder has read, and fully understands, the terms of this Warrant set forth on its face and the attachments hereto, including the restrictions on transfer contained herein; (c3) the Holder is purchasing for investment for his, her or its own account and not with a view to or for sale in connection with any distribution of this Warrant and or the Warrant Stock Shares and he, she or it has no intention of selling such securities in a public distribution in violation of the federal securities laws or any applicable state securities laws; provided that nothing contained herein will prevent ; (4) the Holder is an "accredited investor" within the meaning of paragraph (a) of Rule 501 of Regulation D promulgated by the Securities and Exchange Commission and/or has such knowledge and experience in financial and business matters such that the Holder is capable of evaluating the merits and risks of the investment in this Warrant and the Warrant Shares; and (5) the Holder (i) has received all information the Holder has requested from transferring such securities in compliance with the Company and considers necessary or appropriate for deciding whether to acquire this Warrant and the Warrant Shares, and (ii) has had an opportunity to ask questions and receive answers from the Company regarding the terms and conditions of this Warrant and the applicable federal Warrant Shares and state securities laws; and (d) to obtain any additional information necessary to verify the Company may affix accuracy of the following legend (in addition information given to any other legend(s), if any, required by applicable state corporate and/or securities laws) to certificates for shares issued upon exercise of this Warrant:the Holder.

Representations of Holder. The Holder hereby represents represents, covenants and acknowledges to the Company that: (a1) It understands that this Warrant and the Warrant Stock will be “Shares are "restricted securities” " as such term is used in the rules and regulations under the Securities Act and that such securities have not been and will not be registered under the Securities Act or any state securities law, and that such securities must be held indefinitely unless registration is effected or a transfer can be made pursuant to appropriate exemptions; (b2) the Holder has read, and fully understands, the terms of this Warrant set forth on its face and the attachments hereto, including the restrictions on transfer contained herein; (c3) the Holder is purchasing for investment for its own account and not with a view to or for sale in connection with any distribution of this Warrant and or the Warrant Stock Shares and it has no intention of selling such securities in a public distribution in violation of the federal securities laws or any applicable state securities laws; provided that nothing contained herein will prevent ; (4) the Holder is an "accredited investor" within the meaning of paragraph (a) of Rule 501 of Regulation D promulgated by the Securities and Exchange Commission (the "Commission") and an "excluded purchaser" within the meaning of Section 25102(f) of the California Corporate Securities Law of 1968; and (5) the Holder (i) has received all information the Holder has requested from transferring such securities in compliance with the Company and considers necessary or appropriate for deciding whether to acquire this Warrant, (ii) has had an opportunity to ask questions and receive answers from the Company regarding the terms and conditions of this Warrant and to obtain any additional information necessary to verify the applicable federal accuracy of the information given to the Holder, and state securities laws; and (diii) has such knowledge and experience in financial and business matters such that the Company may affix Holder is capable of evaluating the following legend (merits and risks of the investment in addition to any other legend(s), if any, required by applicable state corporate and/or securities laws) to certificates for shares issued upon exercise of this Warrant:.

Representations of Holder. The Holder (and its affiliates) hereby represents represents, covenants and acknowledges to the Company that: (a1) It understands that this Warrant and the Warrant Stock will be Shares are “restricted securities” as such term is used in the rules and regulations under the Securities Act and that such securities have not been and will not be registered under the Securities Act or any state securities law, and that such securities must be held indefinitely unless registration is effected or a transfer can be made pursuant to appropriate exemptions; (b2) the Holder (and its affiliates) has read, and fully understands, the terms of this Warrant set forth on its face and the attachments hereto, including the restrictions on transfer contained herein; (c3) the Holder (and its affiliates) is purchasing for investment for its own account and not with a view to or for sale in connection with any distribution of this Warrant and or the Warrant Stock Shares and it has no intention of selling such securities in a public distribution in violation of the federal securities laws or any applicable state securities laws; provided that nothing contained herein will prevent ; (4) the Holder (and its affiliates) is an “accredited investor” within the meaning of paragraph (a) of Rule 501 of Regulation D promulgated by the Securities and Exchange Commission (the “Commission”) and an “excluded purchaser” within the meaning of Section 25102(f) of the California Corporate Securities Law of 1968; and (5) the Holder (and its affiliates) (i) has received all information the Holder has requested from transferring such securities in compliance with the Company and considers necessary or appropriate for deciding whether to acquire this Warrant, (ii) has had an opportunity to ask questions and receive answers from the Company regarding the terms and conditions of this Warrant and to obtain any additional information necessary to verify the applicable federal accuracy of the information given to the Holder, and state securities laws; and (diii) has such knowledge and experience in financial and business matters such that the Company may affix Holder is capable of evaluating the following legend (merits and risks of the investment in addition to any other legend(s), if any, required by applicable state corporate and/or securities laws) to certificates for shares issued upon exercise of this Warrant:. Approved 10/11/01

Representations of Holder. The Holder (and its affiliates) hereby represents represents, covenants and acknowledges to the Company that: (a1) It understands that this Warrant and the Warrant Stock will be Shares are “restricted securities” as such term is used in the rules and regulations under the Securities Act and that such securities have not been and will not be registered under the Securities Act or any state securities law, and that such securities must be held indefinitely unless registration is effected or a transfer can be made pursuant to appropriate exemptions; (b2) the Holder (and its affiliates) has read, and fully understands, the terms of this Warrant set forth on its face and the attachments hereto, including the restrictions on transfer contained herein; (c3) the Holder (and its affiliates) is purchasing for investment for its own account and not with a view to or for sale in connection with any distribution of this Warrant and or the Warrant Stock Shares and it has no intention of selling such securities in a public distribution in violation of the federal securities laws or any applicable state securities laws; provided that nothing contained herein will prevent ; (4) the Holder (and its affiliates) is an “accredited investor” within the meaning of paragraph (a) of Rule 501 of Regulation D promulgated by the Securities and Exchange Commission (the “Commission”) and an “excluded purchaser” within the meaning of Section 25102(f) of the California Corporate Securities Law of 1968; and (5) the Holder (and its affiliates) (i) has received all information the Holder has requested from transferring such securities in compliance with the Company and considers necessary or appropriate for deciding whether to acquire this Warrant, (ii) has had an opportunity to ask questions and receive answers from the Company regarding the terms and conditions of this Warrant and to obtain any additional information necessary to verify the applicable federal accuracy of the information given to the Holder, and state securities laws; and (diii) has such knowledge and experience in financial and business matters such that the Company may affix Holder is capable of evaluating the following legend (merits and risks of the investment in addition to any other legend(s), if any, required by applicable state corporate and/or securities laws) to certificates for shares issued upon exercise of this Warrant:.

Representations of Holder. The Holder hereby represents and acknowledges to the Company Corporation that: (a1) It understands that this Warrant and the Common Stock issuable upon exercise of this Warrant Stock will be “are "restricted securities” " as such term is used in the rules and regulations under the Securities Act and that such securities have not been and will not be registered under the Securities Act or any state securities law, and that such securities must be held indefinitely unless registration is effected or a transfer can be made pursuant to appropriate exemptions; (b2) the Holder has read, and fully understands, the terms of this Warrant set forth on its face and the attachments hereto, including the restrictions on transfer contained herein; (c3) the Holder has either a pre-existing personal or business relationship with the Corporation or one of its officers, directors or controlling persons; (4) the Holder is purchasing for investment for its own account and not with a view to or for sale in connection with any distribution of this Warrant and or the Common Stock of the Corporation issuable upon exercise of this Warrant Stock and it has no intention of selling such securities in a public distribution in violation of the federal securities laws or any applicable state securities laws; provided that nothing contained herein will prevent the Holder from transferring such securities in compliance with the terms of this Warrant and the applicable federal and state securities laws; and; (d5) the Company may affix Holder is an "accredited investor" within the following legend meaning of paragraph (in addition to any other legend(s), if any, required a) of Rule 501 of Regulation D promulgated by applicable state corporate and/or securities laws) to certificates for shares issued upon exercise of this Warrant:the Securities and Exchange Commission (the

Representations of Holder. The Holder hereby represents represents, covenants and acknowledges to the Company that: (a1) It understands that this Warrant and the Warrant Stock will be Shares are “restricted securities” as such term is used in the rules and regulations under the Securities Act and that such securities have not been and will not be registered under the Securities Act or any state securities law, and that such securities must be held indefinitely unless registration is effected or a transfer can be made pursuant to appropriate exemptions; (b2) the Holder has read, and fully understands, the terms of this Warrant set forth on its face and the attachments hereto, including the restrictions on transfer contained herein; (c3) the Holder is purchasing for investment for its his own account and not with a view to or for sale in connection with any distribution of this Warrant and or the Warrant Stock Shares and it he has no intention of selling such securities in a public distribution in violation of the federal securities laws or any applicable state securities laws; provided that nothing contained herein will prevent ; (4) the Holder is an “accredited investor” within the meaning of paragraph (a) of Rule 501 of Regulation D promulgated by the Securities and Exchange Commission; and (5) the Holder (i) has received all information the Holder has requested from transferring such securities in compliance with the Company and considers necessary or appropriate for deciding whether to acquire this Warrant, (ii) has had an opportunity to ask questions and receive answers from the Company regarding the terms and conditions of this Warrant and to obtain any additional information necessary to verify the applicable federal accuracy of the information given to the Holder, and state securities laws; and (diii) has such knowledge and experience in financial and business matters such that the Company may affix Holder is capable of evaluating the following legend (merits and risks of the investment in addition to any other legend(s), if any, required by applicable state corporate and/or securities laws) to certificates for shares issued upon exercise of this Warrant:.

Representations of Holder. The Holder hereby represents represents, covenants and acknowledges to the Company that: (a1) It understands that this Warrant and the Warrant Stock will be Shares are “restricted securities” as such term is used in the rules and regulations under the Securities Act of 1933, as amended (the “Act”) and that such securities this Warrant and the Warrant Shares have not been and will not be registered under the Act and the Company has no present intention of registering the Securities under the Act or any state securities law, and that such securities this Warrant and the Warrant Shares must be held indefinitely unless registration is effected or a transfer can be made pursuant to appropriate exemptionsexemptions (including, without limitation, pursuant to Rule 144 under the Act); (b2) the Holder has read, and fully understands, the terms of this Warrant set forth on its face and the attachments hereto, including the restrictions on transfer contained herein; (c3) the Holder is purchasing for investment for his, her or its own account and not with a view to or for sale in connection with any distribution of this Warrant and or the Warrant Stock Shares and he, she or it has no intention of selling such securities in a public distribution in violation of the federal securities laws or any applicable state securities laws; provided that nothing contained herein will prevent and (4) the Holder (i) has received all information the Holder has requested from transferring such securities in compliance with the Company and considers necessary or appropriate for deciding whether to acquire this Warrant and the Warrant Shares, (ii) has had an opportunity to ask questions and receive answers from the Company regarding the terms and conditions of this Warrant and the applicable federal Warrant Shares and state securities laws; and to obtain any additional information necessary to verify the accuracy of the information given to the Holder, and (diii) has such knowledge and experience in financial and business matters such that the Company may affix Holder is capable of evaluating the following legend (merits and risks of the investment in addition to any other legend(s), if any, required by applicable state corporate and/or securities laws) to certificates for shares issued upon exercise of this Warrant:Warrant and the Warrant Shares.