DSS Shares definition
Examples of DSS Shares in a sentence
Seller also understands that the DSS Shares are being offered pursuant to an exemption from the registration requirements of the Securities Act, under Section 4(2) and/or Regulation D of the Securities Act.
Seller acknowledges that the Buyer will rely on Seller’s representations, warranties and certifications set forth below for purposes of determining Seller’s suitability as an investor in the DSS Shares and for purposes of confirming the availability of the Section 4(2) and/or Regulation D exemption from the registration requirements of the Securities Act.
The DSS Shares have been duly authorized and, upon issuance in accordance with the terms hereof, shall be validly issued and free from all taxes, liens and charges with respect to the issue thereof, and the DSS Shares shall be fully paid and non-assessable with the holder being entitled to all rights accorded to a holder of DSS Common Stock.
Seller understands the risks involved in an investment in the DSS Shares.
Seller acknowledges and is aware that the DSS Shares may not be sold pursuant to Rule 144 adopted under the Securities Act unless certain conditions are met and until Seller has held the DSS Shares for the applicable holding period under Rule 144.
If Seller effects a sale, assignment or transfer of the DSS Shares in accordance with Section 3.29(f), DSS shall permit the transfer and shall promptly instruct its transfer agent to issue one or more certificates or credit shares to the applicable balance accounts at DTC in such name and in such denominations as specified by Seller to effect such sale, transfer or assignment.
Seller further represents that it, through its authorized representatives, has had an opportunity to ask questions and receive answers from the Buyer regarding the terms and conditions of the offering of the DSS Shares and the business, properties, prospects, and financial condition of DSS, Inc.
Seller understands that its investment in the DSS Shares involves a significant degree of risk.
Seller and its advisors, if any, have been furnished with all materials relating to the business, finances and operations of DSS and materials relating to the issuance of the DSS Shares that have been requested by Seller or its advisors.
Seller understands that no United States federal or state agency or any other Governmental Authority has passed upon or made any recommendation or endorsement of the DSS Shares.