Common use of Representations, Warranties and Acknowledgements of the Purchaser Clause in Contracts

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.

Appears in 7 contracts

Samples: Regulation S Subscription Agreement, Subscription Agreement (Kismet Inc), Subscription Agreement (Transtech Solutions Inc)

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