Common use of Securities Acknowledgements Clause in Contracts

Securities Acknowledgements. Sellers hereby acknowledges that: (a) Neither the Series A Shares nor the shares of common stock underlying the Series A Shares have been registered under the Securities Act of 1933, as amended (the "Securities Act"), or any state securities act in reliance on exemptions therefrom. (b) In connection with the purchase of the Series A Shares, that no representation has been made by representatives of CDK regarding its business, assets or prospects other than that set forth herein and as set forth in the filings made by CDK pursuant to Section 13 of the Securities Exchange Act of 1934, as amended and such other representations and warranties as set forth in this Agreement. (c) The certificate or certificates representing the Series A Shares will bear the following legend: "The securities represented by this certificate have not been registered under the Securities Act of 1933. The securities have been acquired for investment and may not be sold, transferred assigned in the absence of an effective registration statement for these securities under the Securities Act of 1933 or an opinion of CDK's counsel, that registration is not required under said Act."

Securities Acknowledgements. Sellers Adelphia hereby acknowledges that: (a) Neither the Series A Shares nor the shares of common stock underlying the Series A Shares have been registered under the Securities Act of 1933, as amended (the "Securities Act"), or any state securities act in reliance on exemptions therefrom. (b) In connection with the purchase of the Series A Shares, that no representation has been made by representatives of CDK regarding its business, assets or prospects other than that set forth herein and as set forth in the filings made by CDK pursuant to Section 13 of the Securities Exchange Act of 1934, as amended and such other representations and warranties as set forth in this Agreement. (c) The certificate or certificates representing the Series A Shares will bear the following legend: "The securities represented by this certificate have not been registered under the Securities Act of 1933. The securities have been acquired for investment and may not be sold, transferred assigned in the absence of an effective registration statement for these securities under the Securities Act of 1933 or an opinion of CDK's counsel, that registration is not required under said Act."

Securities Acknowledgements. Sellers Rubinstein hereby acknowledges that: (a) Neither the Xxxxxxx xxe Series A Shares nor the shares of common stock underlying the Series A Shares have been registered under the Securities Act of 1933, as amended (the "Securities Act"), or any state securities act in reliance on exemptions therefrom. (b) In connection with the purchase of the Series A Shares, that no representation has been made by representatives of CDK regarding its business, assets or prospects other than that set forth herein and as set forth in the filings made by CDK pursuant to Section 13 of the Securities Exchange Act of 1934, as amended and such other representations and warranties as set forth in this Agreement. (c) The certificate or certificates representing the Series A Shares will bear the following legend: "The securities represented by this certificate have not been registered under the Securities Act of 1933. The securities have been acquired for investment and may not be sold, transferred assigned in the absence of an effective registration statement for these securities under the Securities Act of 1933 or an opinion of CDK's counsel, that registration is not required under said Act."

Securities Acknowledgements. Sellers Teltronics hereby acknowledges that: (a) Neither the Series A Shares nor the shares of common stock underlying the Series A The Intelliworxx Shares have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or any state securities act in reliance on exemptions therefrom. (b) In connection with the purchase of the Series A Intelliworxx Shares, that no representation has been made by representatives of CDK Intelliworxx regarding its business, assets or prospects other than that set forth herein and as set forth in the filings made by CDK Intelliworxx pursuant to Section 13 of the Securities Exchange Act of 1934, as amended and such other representations and warranties as set forth in this Agreement. (c) The certificate or certificates representing the Series A Intelliworxx Shares will bear be inscribed with the following legend: "The securities represented by this certificate have not been registered under the Securities Act of 1933. The securities have been acquired for investment and may not be sold, transferred assigned in the absence of an effective registration statement for these securities under the Securities Act of 1933 or an opinion of CDKTeltronic's counsel, in form and substance reasonably acceptable to Intelliworxx' counsel, that registration is not required under said Act."