Representations, Warranties and Acknowledgements of the Purchaser Sample Clauses

Representations, Warranties and Acknowledgements of the Purchaser. The Purchaser acknowledges, represents and warrants as of the date of this Agreement that: 2.1 No person has made to the Purchaser any written or oral representations: (a) that any person will resell or repurchase the Shares; (b) that any person will refund the purchase price of the Shares; or (c) as to the future price or value of the Shares. 2.2 The Company has made available to the Purchaser the Company’s Form S-1. The Purchaser acknowledges that no information furnished by the Company constitutes investment, accounting, legal or tax advice. The Purchaser is relying solely upon itself and its professional advisors, if any, for such advice. 2.3 The Purchaser has the legal capacity and competence to enter into and execute this agreement and to take all actions required hereunder. 2.4 The representations, warranties and acknowledgements of the Purchaser contained in this Section will survive the closing of this Agreement.

Representations, Warranties and Acknowledgements of the Purchaser. 2.1 No oral representations or oral information furnished to the Purchaser, or relied upon by the Purchaser, in connection with the Purchaser’s purchase of the Shares, were in any way inconsistent with the written material provided by the Issuer. 2.2 The Purchaser acknowledges that no information furnished by the Issuer constitutes investment, accounting, legal or tax advice. The Purchaser is relying solely upon itself and its professional advisors, if any, for such advice. 2.3 The representations, warranties and acknowledgements of the Purchaser contained in this Section will survive the Closing (as defined below). 2.4 The Purchaser certifies that: (a) the Purchaser is not a U.S. person and is not acquiring the securities for the account or benefit of any U.S. person; or (b) the Purchaser is a U.S. person who purchased securities in a transaction that did not require registration under the U.S. Securities Act. 2.5 The Purchaser agrees not to engage in hedging transactions with regard to the Shares unless in compliance with the US Securities Act.

Representations, Warranties and Acknowledgements of the Purchaser. The Purchaser acknowledges, represents and warrants as of the date of this Agreement that: 2.1 The Purchaser is (check at least one): £ a director, executive officer or controlling shareholder of the Issuer; £

Representations, Warranties and Acknowledgements of the Purchaser. The Purchaser represents and warrants to each Seller as follows:

Representations, Warranties and Acknowledgements of the Purchaser. The Purchaser acknowledges, represents and warrants as of the date of this Agreement that: 2.1 No person has made to the Purchaser any written or oral representations: (a) that any person will resell or repurchase the Shares; (b) that any person will refund the purchase price of the Shares; or (c) as to the future price or value of the Shares. 2.2 The Company has made available to the Purchaser the Company’s Form S-1. The Purchaser acknowledges that no information furnished by the Company constitutes investment, accounting, legal or tax advice. The Purchaser is relying solely upon itself and its professional advisors, if any, for such advice.

Representations, Warranties and Acknowledgements of the Purchaser. The Purchaser hereby represents and warrants to the Company that:

Representations, Warranties and Acknowledgements of the Purchaser. The Purchaser acknowledges, represents and warrants as of the date of this Agreement that: 2.1 The Purchaser is a Consultant of the Company. 2.2 The Securities purchased hereby are not qualified for resale in the United States of America. The Purchaser agrees to resell such securities only in accordance with the provisions of Regulation S of the United States Securities Act of 1933, as amended (the “US Securities Act”) pursuant to registration under the US Securities Act, or pursuant to an available exemption from registration, and agrees not to engage in hedging transactions with regard to such securities unless in compliance with the US Securities Act. 2.3 The Purchaser certifies that: (a) the Purchaser is not a US person and is not acquiring the securities for the account or benefit of any US person; or (b) the Purchaser is a US person who purchased securities in a transaction that did not require registration under the US Securities Act.

Representations, Warranties and Acknowledgements of the Purchaser. The Purchaser acknowledges, represents and warrants as of the date of this Agreement that: 2.1 The Purchaser is (check at least one): £ director, executive officer or controlling shareholder of the Issuer; R close personal friend or close business associate of Xxxxx Xxxx or director of the Company; £ spouse, parent, grandparent, brother, sister or child of a director, executive officer or controlling shareholder of the Issuer; £ parent, grandparent, brother, sister, or child of a spouse of a director, executive officer or controlling shareholder of the Issuer; £ n accredited investor who has either: · A corporation with net assets of at least $5,000,000; · annual income of more than $200,000 (or $300,000 with spouse) in each of the last 2 years and expects to make more than $200,000 (or $300,000 with spouse) this year; or · alone, or with a spouse, net financial assets worth more than $1,000,000; £ shareholder of the Issuer (prior to entering into this Agreement); or £ company of which a majority of the voting securities are beneficially owned by, or a majority of the directors are, persons described above in this section. 2.2 The Shares were not offered or distributed to the Purchaser through an advertisement in printed media of general and regular paid circulation, radio, television or the Internet. The Purchaser is relying upon an exemption from registration set forth in Section 4(2) of the Securities Act of 1933.

Representations, Warranties and Acknowledgements of the Purchaser. The Purchaser hereby makes the following representations and warranties, each of which is complete and correct on and as of the date hereof:

Representations, Warranties and Acknowledgements of the Purchaser. The Purchaser acknowledges, represents and warrants as of the date of this Agreement that: 2.1 No person has made to the Purchaser any written or oral representations: (a) that any person will resell or repurchase the Shares; (b) that any person will refund the purchase price of the Shares; or (c) as to the future price or value of the Shares. 2.2 The Purchaser acknowledges that no information furnished by the Company constitutes investment, accounting, legal or tax advice. The Purchaser is relying solely upon itself and its professional advisors, if any, for such advice. 2.3 The Purchaser has the legal capacity and competence to enter into and execute this agreement and to take all actions required hereunder. 2.4 The representations, warranties and acknowledgements of the Purchaser contained in this Section will survive the closing of this Agreement.