Common use of Representations of Holder Clause in Contracts

Representations of Holder. The holder of this Warrant, by the acceptance hereof, represents (and any assignor shall represent) that it is acquiring this Warrant and the Warrant Shares for its own account for investment purposes and not with a view to, or for sale in connection with, any distribution hereof, and not with any present intention of distributing any of the same. The holder of this Warrant further represents (and any assignor shall represent), by acceptance hereof, that, as of this date, such holder is an "accredited investor" as such term is defined in Rule 501(a)(1) of Regulation D promulgated by the Securities and Exchange Commission under the Securities Act (an "Accredited Investor"). Upon exercise of this Warrant, the holder shall, if requested by the Company, confirm in writing, in a form satisfactory to the Company, that the Warrant Shares so purchased are being acquired solely for the holder's own account and not as a nominee for any other party, for investment, and not with a view toward distribution or resale and that such holder is an Accredited Investor. If such holder cannot make such representations because they would be factually incorrect, it shall be a condition to such holder's exercise of the Warrant that the Company receive such other representations as the Company considers reasonably necessary to assure the Company that the issuance of its securities upon exercise of the Warrant shall not violate any United States Federal or state securities laws.

Representations of Holder. The holder of this Warrant, by the acceptance hereof, represents (and any assignor shall represent) that it is acquiring this Warrant and the shares issuable upon exercise of this Warrant Shares for its own account for investment purposes only and not with a view totowards, or for sale resale in connection with, any the public sale or distribution hereofof this Warrant or the shares issuable upon exercise of this Warrant, and not with any present intention of distributing any of except pursuant to sales registered or exempted under the sameSecurities Act. The holder of this Warrant further represents (and any assignor shall represent)represents, by acceptance hereof, that, as of this date, such holder is an "accredited investor" as such term is defined in Rule 501(a)(1) of Regulation D promulgated by the Securities and Exchange Commission under the Securities Act (an "Accredited Investor"). Upon exercise of this Warrant, the holder shall, if requested by the Company, shall confirm in writing, in a form satisfactory to the Company, that the shares issuable upon exercise of the Warrant Shares so purchased are being acquired solely for the holder's own account and not as a nominee for any other party, for investment, and not with a view toward distribution or resale and that such holder is an Accredited Investor. If such holder cannot make such representations because they would be factually incorrect, it shall be a condition to such holder's exercise of the this Warrant that the Company receive such other representations as the Company considers reasonably necessary to assure the Company that the issuance of its securities upon exercise of the this Warrant shall not violate any United States Federal or state securities laws.

Representations of Holder. The holder of this WarrantHolder, by the acceptance hereof, represents and warrants that it: (and any assignor shall representa) that it is acquiring this Warrant and the Warrant Shares solely for its own account account, for investment purposes and not with a view to, towards the distribution or for sale resale thereof in connection with, any distribution hereof, and not with any present intention of distributing any violation of the same. The holder of this Warrant further represents Securities Act or any applicable state securities laws; (and any assignor shall represent), by acceptance hereof, that, b) is not a “U.S. Person” (as of this date, such holder is an "accredited investor" as such term is defined in Rule 501(a)(1) of Regulation D S promulgated by the Securities and Exchange Commission under the Securities Act (“Regulation S”)); (c) acquired this Warrant in an "Accredited Investor"offshore transaction (as defined in Regulation S). Upon ; (d) aware that the sale of this Warrant is being made in reliance on the exemption from registration provided by Regulation S; and (e) acknowledges and covenants that this Warrant may not be exercised by or on behalf of a U.S. Person, except pursuant to an exemption from the registration requirements of the Securities Act and applicable securities laws; If the Holder cannot make any of the foregoing representations at the time of any exercise of this WarrantWarrant because it would be factually incorrect at that time, the holder shall, if requested by Holder shall so notify the Company, confirm in writing, in a form satisfactory to the Company, that the Warrant Shares so purchased are being acquired solely for the holder's own account and not as a nominee for any other party, for investment, and not with a view toward distribution or resale and that such holder is an Accredited Investor. If such holder cannot make such representations because they would be factually incorrect, it shall be a condition to such holder's the Holder’s exercise of the this Warrant at that time that the Company receive such other representations assurances as the Company then considers reasonably necessary to assure the Company that the issuance of its securities the Warrant Shares upon such exercise of the this Warrant at such time shall not violate the Securities Act or any United States Federal or state securities laws.

Representations of Holder. The holder of this Warrant, by the acceptance hereof, represents (and any assignor shall represent) that it is acquiring this Warrant and the Warrant Shares for its own account for investment purposes only and not with a view totowards, or for sale resale in connection with, any the public sale or distribution hereofof this Warrant or the Warrant Shares, and except pursuant to sales registered or exempted under the Securities Act; provided, however, that by making the representations herein, the holder does not with any present intention of distributing agree to hold this Warrant or any of the sameWarrant Shares for any minimum or other specific term and reserves the right to dispose of this Warrant and the Warrant Shares at any time in accordance with or pursuant to a registration statement or an exemption under the Securities Act. The holder of this Warrant further represents (and any assignor shall represent)represents, by acceptance hereof, that, as of this date, such holder is an "“accredited investor" ” as such term is defined in Rule 501(a)(1501 (a)(3) of Regulation D promulgated by the Securities and Exchange Commission under the Securities Act (an "“Accredited Investor"”). Upon exercise of this Warrant, Warrant the holder shall, if requested by the Company, confirm in writing, in a form satisfactory to the Company, that the Warrant Shares so purchased are being acquired solely for the holder's ’s own account and not as a nominee for any other party, for investment, and not with a view toward distribution or resale and that such holder is an Accredited Investor. If such holder cannot make such representations because they would be factually incorrect, it shall be a condition to such holder's ’s exercise of the this Warrant that the Company receive such other representations as the Company considers reasonably necessary to assure the Company that the issuance of its securities upon exercise of the this Warrant shall not violate any United States Federal or state securities laws.

Representations of Holder. The holder Holder of this Warrant, by the acceptance hereof, represents (and any assignor shall represent) that it is acquiring this Warrant and the Warrant Shares for its own account for investment purposes only and not with a view totowards, or for sale resale in connection with, any the public sale or distribution hereofof this Warrant or the Warrant Shares, and not with any present intention of distributing any of except pursuant to sales registered or exempted under the sameSecurities Act. The holder Holder of this Warrant further represents (and any assignor shall represent)represents, by acceptance hereof, that, as of this date, such holder Holder is an "“accredited investor" ” as such term is defined in Rule 501(a)(1) of Regulation D promulgated by the Securities and Exchange Commission under the Securities Act (an "“Accredited Investor"”). Upon exercise of this Warrant, the holder Holder shall, if requested by the Company, confirm in writing, in a form reasonably satisfactory to the Company, that any Common Stock acquired upon the exercise of this Warrant Shares so purchased are being acquired solely for the holder's Holder’s own account and not as a nominee for any other party, for investment, investment and not with a view toward distribution or resale and that such holder Holder is an Accredited Investor. If such holder Holder cannot make such representations because they it would be factually incorrect, it shall be a condition to such holder's Holder’s exercise of the this Warrant that the Company receive such other representations as the Company considers reasonably necessary to assure the Company that the issuance of its securities upon exercise of the this Warrant shall not violate any United States Federal Sates or state securities laws.

Representations of Holder. The holder of this Warrant, by the acceptance hereof, represents (and any assignor shall represent) that it is acquiring this Warrant and the Warrant Shares for its own account for investment purposes and not with a view to, or for sale in connection with, any distribution hereofhereof or of any of the shares of Common Stock or other securities issuable upon the exercise thereof, and not with any present intention of distributing any of the same. The holder of this Warrant further represents (and any assignor shall represent)represents, by acceptance hereof, that, as of this date, such holder is an "accredited investor" as such term is defined in Rule 501(a)(1) of Regulation D promulgated by the Securities and Exchange Commission under the Securities Act (an "Accredited Investor"). Upon exercise of this Warrant, the holder shall, if requested by the Company, confirm in writing, in a form satisfactory to the Company, that the Warrant Shares so purchased are being acquired solely for the holder's own account and not as a nominee for any other party, for investment, and not with a view toward distribution or resale and that such holder is an Accredited Investor. If such holder cannot make such representations because they would be factually incorrect, it shall be a condition to such holder's exercise of the Warrant that the Company receive such other representations as the Company considers reasonably necessary to assure the Company that the issuance of its securities upon exercise of the Warrant shall not violate any United States Federal or state securities laws.

Representations of Holder. The holder of this Warrant, by the acceptance hereof, represents (and any assignor shall represent) that it is acquiring this Warrant and the Warrant Shares Interests for its own account for investment purposes and not with a view to, or for sale in connection with, any distribution hereof, and not with any present intention of distributing any of the same. The holder of this Warrant further represents (and any assignor shall represent), by acceptance hereof, that, as of this date, such holder is an "accredited investor" as such term is defined in Rule 501(a)(1) of Regulation D promulgated by the Securities and Exchange Commission under the Securities Act (an "Accredited Investor"). Upon exercise of this Warrant, the holder shall, if requested by the Company, confirm in writing, in a form satisfactory to the Company, that the Warrant Shares Interests so purchased are being acquired solely for the holder's own account and not as a nominee for any other party, for investment, and not with a view toward distribution or resale and that such holder is an Accredited Investor. If such holder cannot make such representations because they would be factually incorrect, it shall be a condition to such holder's exercise of the Warrant that the Company receive such other representations as the Company considers reasonably necessary to assure the Company that the issuance of its securities upon exercise of the Warrant shall not violate any United States Federal or state securities laws.

Representations of Holder. The holder of this Warrant, by the acceptance hereof, represents (and any assignor shall represent) that it is acquiring this Warrant and the Warrant Shares for its own account for investment purposes and not with a view to, or for sale in connection with, any distribution hereofhereof or of any of the shares of Common Stock or other securities issuable upon the exercise thereof, and not with any present intention of distributing any of the same. The holder of this Warrant further represents (and any assignor shall represent)represents, by acceptance hereof, that, as of this date, such holder is an "accredited investorACCREDITED INVESTOR" as such term is defined in Rule 501(a)(1) of Regulation D promulgated by the Securities and Exchange Commission under the Securities Act (an "Accredited InvestorACCREDITED INVESTOR"). Upon exercise of this Warrant, the holder shall, if requested by the Company, confirm in writing, in a form satisfactory to the Company, that the Warrant Shares so purchased are being acquired solely for the holder's own account and not as a nominee for any other party, for investment, and not with a view toward distribution or resale and that such holder is an Accredited Investor. If such holder cannot make such representations because they would be factually incorrect, it shall be a condition to such holder's exercise of the Warrant that the Company receive such other representations as the Company considers reasonably necessary to assure the Company that the issuance of its securities upon exercise of the Warrant shall not violate any United States Federal or state securities laws.