No Registration Required. Assuming the accuracy of the representations and warranties of each Purchaser contained in Article IV, the issuance and sale of the Purchased Shares pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company, any authorized Representative acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 11 contracts
Sources: Common Stock Subscription Agreement, Common Stock Subscription Agreement (Nisource Inc/De), Common Stock Subscription Agreement (NABUfit Global, Inc.)
No Registration Required. Assuming the accuracy of the representations and warranties of each the applicable Purchaser contained in Article IV, the issuance and sale of the Purchased Shares to such Purchaser pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company’s knowledge, any authorized Representative Person acting on its behalf behalf, has taken or nor will take any action hereafter that would cause the loss of such exemption.
Appears in 4 contracts
Sources: Share Purchase Agreement, Share Purchase Agreement (Swift Energy Co), Share Purchase Agreement (Strategic Value Partners, LLC)
No Registration Required. Assuming the accuracy of the representations and warranties of each Purchaser contained in Article IV, the issuance and sale of the Purchased Shares Units pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company Partnership nor, to the knowledge of the CompanyPartnership, any authorized Representative acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 4 contracts
Sources: Series D Preferred Unit and Warrant Purchase Agreement (Teekay Offshore Partners L.P.), Series a Preferred Unit Purchase Agreement (Plains All American Pipeline Lp), Series C Preferred Unit Purchase Agreement
No Registration Required. Assuming the accuracy of the representations and warranties of each Purchaser contained in Article IV, the issuance and sale of the Purchased Shares Units and Securities pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company, Partnership nor any authorized Representative acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 4 contracts
Sources: Series a Preferred Unit Purchase Agreement, Series a Preferred Unit Purchase Agreement (CSI Compressco LP), Purchase Agreement (Tetra Technologies Inc)
No Registration Required. Assuming the accuracy of the representations and warranties of each Purchaser contained in Article IVthis Agreement, the sale and issuance and sale of the Purchased Shares shares pursuant to this Agreement is exempt from the registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company’s knowledge, any authorized Representative acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 3 contracts
Sources: Stock Purchase Agreement (Aqua Metals, Inc.), Stock Purchase Agreement (Aqua Metals, Inc.), Stock Purchase Agreement (Aqua Metals, Inc.)
No Registration Required. Assuming the accuracy of the representations and warranties of each the Purchaser contained in Article IV, the issuance and sale of the Purchased New Shares pursuant to this Agreement and the Warrant is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company, any authorized Representative acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 3 contracts
Sources: Share Purchase Agreement (AmeriCann, Inc.), Share Purchase Agreement (AmeriCann, Inc.), Share Purchase Agreement (AmeriCann, Inc.)
No Registration Required. Assuming the accuracy of the representations and warranties of each Purchaser contained in Article IVSection 4.6 and Section 4.7, the issuance and sale of the Purchased Shares Units pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company Partnership nor, to the knowledge of the CompanyPartnership, any authorized Representative acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 3 contracts
Sources: Common Unit Purchase Agreement, Common Unit Purchase Agreement (Inergy L P), Common Unit Purchase Agreement (Penn Virginia Resource Partners L P)
No Registration Required. Assuming the accuracy of the representations and warranties of each the applicable Purchaser contained in Article IV, the issuance and sale of the Purchased Shares Units to such Purchaser pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company Partnership nor, to the knowledge of the CompanyPartnership’s Knowledge, any authorized Representative Person acting on its behalf behalf, has taken or nor will take any action hereafter that would cause the loss of such exemption.
Appears in 3 contracts
Sources: Series a Preferred Unit Purchase Agreement (NextEra Energy Partners, LP), Purchase Agreement (Dominion Midstream Partners, LP), Series a Preferred Unit and Common Unit Purchase Agreement
No Registration Required. Assuming the accuracy of the representations and warranties of each the Purchaser contained in Article ARTICLE IV, the issuance and sale of the Purchased Shares Common Units to the Purchaser pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company Partnership nor, to the knowledge of the CompanyPartnership’s Knowledge, any authorized Representative Person acting on its behalf behalf, has taken or nor will take any action hereafter that would cause the loss of such exemption.
Appears in 2 contracts
Sources: Purchase Agreement (NuStar Energy L.P.), Purchase Agreement (NuStar Energy L.P.)
No Registration Required. Assuming the accuracy of the representations and warranties of each Purchaser contained in Article IV, the issuance and sale of the Purchased Shares and the Warrants pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company, any authorized Representative acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 2 contracts
Sources: Series a Preferred Stock Purchase Agreement (Targa Resources Corp.), Purchase Agreement (Targa Resources Corp.)
No Registration Required. Assuming the accuracy of the representations and warranties of each the Purchaser contained in Article IV, the issuance and sale of the Purchased Shares pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company, any authorized Representative acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 2 contracts
Sources: Common Stock Subscription Agreement (Ivanhoe Electric Inc.), Common Stock Subscription Agreement (ANTERO RESOURCES Corp)
No Registration Required. Assuming the accuracy of the representations and warranties of each the applicable Purchaser contained in Article IVARTICLE V, the issuance and sale of the Purchased Shares to such Purchaser pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Seller, the Company nor, to the knowledge of the Seller’s or Company’s respective knowledge, any authorized Representative Person acting on its behalf behalf, has taken or nor will take any action hereafter that would cause the loss of such exemption.
Appears in 2 contracts
Sources: Share Purchase Agreement (TPG Group Holdings (SBS) Advisors, Inc.), Letter Agreement (Atlas Holdings, Inc.)
No Registration Required. Assuming the accuracy of the representations and warranties of each Purchaser contained in Article IV, the issuance and sale of the Purchased Shares Securities pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company, any authorized Representative acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 2 contracts
Sources: Common Stock Subscription Agreement (Atelier Meats Corp.), Common Stock Subscription Agreement (Water on Demand, Inc.)
No Registration Required. Assuming the accuracy of the representations and warranties of each Purchaser contained in Article IVSection 4, the issuance and sale of the Purchased Shares Units pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company Partnership nor, to the knowledge of the CompanyPartnership, any authorized Representative acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 2 contracts
Sources: Purchase Agreement (Rhino Resource Partners LP), Purchase Agreement (Royal Energy Resources, Inc.)
No Registration Required. Assuming the accuracy of the representations and warranties of each the Purchaser contained in Article IV, the issuance and sale of the Purchased Shares pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company, any authorized Representative acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 2 contracts
Sources: Series B Preferred Stock Purchase Agreement (Charah Solutions, Inc.), Series a Preferred Stock Purchase Agreement (Charah Solutions, Inc.)
No Registration Required. Assuming the accuracy of the representations and warranties of each the applicable Purchaser contained in Article IVARTICLE V, the issuance and sale of the Purchased Shares by the Company to such Purchaser pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company’s knowledge, any authorized Representative Person acting on its behalf behalf, has taken or nor will take any action hereafter that would cause the loss of such exemption.
Appears in 2 contracts
Sources: Share Purchase Agreement (TPG Group Holdings (SBS) Advisors, Inc.), Letter Agreement (Atlas Holdings, Inc.)
No Registration Required. Assuming the accuracy of the representations and warranties of each Purchaser the Purchasers contained in Article IVSection 4.04 and Section 4.05, the issuance and sale of the Purchased Shares pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company, any authorized Representative acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 2 contracts
Sources: Series a Preferred Stock Purchase Agreement (Axar Capital Management L.P.), Series a Preferred Stock Purchase Agreement (Stonemor Inc.)
No Registration Required. Assuming the accuracy of the representations and warranties of each the applicable Purchaser contained in Article IV, the issuance and sale of the Purchased Shares Securities to such Purchaser pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company’s knowledge, any authorized Representative Person acting on its behalf behalf, has taken or nor will take any action hereafter that would cause the loss of such exemption.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Nn Inc), Securities Purchase Agreement
No Registration Required. Assuming the accuracy of the representations and warranties of each the Purchaser contained in Article IV, the issuance and sale of the Purchased Shares Units pursuant to this Agreement is exempt from the registration requirements of the Securities Act, and neither the Company Partnership nor, to the knowledge of the CompanyPartnership, any authorized Representative acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 2 contracts
Sources: Equity Purchase Agreement (NextEra Energy Partners, LP), Equity Purchase Agreement
No Registration Required. Assuming the accuracy of the representations and warranties of each Purchaser contained in Article IVIV and the Investor Questionnaire, the issuance and sale of the Purchased Shares pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company, any authorized Representative acting on its behalf (other than the Placement Agents as to whom no representation is made) has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 2 contracts
Sources: Subscription Agreement, Subscription Agreement (SEACOR Marine Holdings Inc.)
No Registration Required. Assuming the accuracy of the representations and warranties of each Purchaser contained in Article IV, the issuance and sale of the Purchased Shares Units to such Purchaser pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company’s Knowledge, any authorized Representative Person acting on its behalf behalf, has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 1 contract
Sources: Membership Interest Purchase Agreement (NextEra Energy Partners, LP)
No Registration Required. Assuming the accuracy of the representations and warranties of each Purchaser the Purchasers contained in Article IVSection 4.04 and Section 4.05, the issuance and sale of the Purchased Shares and the Exchanged Shares pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company, any authorized Representative acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 1 contract
No Registration Required. Assuming the accuracy of the representations and warranties of each the applicable Purchaser contained in Article IV, the issuance and sale of the Purchased Shares Securities to the Purchaser pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the CompanyCompany Entities, any authorized Representative Person acting on its behalf behalf, has taken or nor will take any action hereafter that would cause the loss of such exemption.
Appears in 1 contract
Sources: Securities Purchase Agreement (FreightCar America, Inc.)
No Registration Required. Assuming the accuracy of the representations and warranties of each the applicable Purchaser contained in Article IV, the issuance and sale of the Purchased Shares Units to such Purchaser pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company’s Knowledge, any authorized Representative Person acting on its behalf behalf, has taken or nor will take any action hereafter that would cause the loss of such exemption.
Appears in 1 contract
Sources: Membership Interest Purchase Agreement (NextEra Energy Partners, LP)
No Registration Required. Assuming the accuracy of the representations and warranties of each the Purchaser contained in Article IVthis Agreement, the sale and issuance and sale of the Purchased Shares pursuant to this Agreement is are exempt from the registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company, nor any authorized Representative acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 1 contract
Sources: Ordinary Share Purchase Agreement (Abengoa Yield PLC)
No Registration Required. Assuming the accuracy of the representations and warranties of each Purchaser contained in Article IV, the issuance and sale of the Purchased Shares Units pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company, any authorized Representative acting on its behalf Partnership has not taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 1 contract
Sources: Series a Preferred Unit Purchase Agreement (KNOT Offshore Partners LP)
No Registration Required. Assuming the accuracy of the representations and warranties of each Purchaser contained in Article IV, the issuance and sale of the Purchased Shares pursuant to this Agreement is exempt from the registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company, any authorized Representative acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 1 contract
No Registration Required. Assuming the accuracy of the representations and warranties of each the applicable Purchaser contained in Article IV, the issuance and sale of the Purchased Shares Securities to such Purchaser pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the CompanyCompany Entities, any authorized Representative Person acting on its behalf behalf, has taken or nor will take any action hereafter that would cause the loss of such exemption.
Appears in 1 contract
Sources: Securities Purchase Agreement (Velocity Financial, Inc.)
No Registration Required. Assuming the accuracy of the representations and warranties of each Purchaser contained in Article IV, the issuance and sale of the Purchased Shares Units pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company, Partnership nor any authorized Representative acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 1 contract
Sources: Series a Preferred Unit Purchase Agreement (Stonemor Partners Lp)
No Registration Required. Assuming the accuracy of the representations and warranties of each Purchaser contained in Article IV, the issuance and sale of the Purchased Shares pursuant to this Agreement shall have been issued, to the knowledge of the Company, in compliance with all applicable Laws, and is exempt from the registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company, any authorized Representative acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 1 contract
Sources: Purchase Agreement (Benefit Street Partners Realty Trust, Inc.)
No Registration Required. Assuming the accuracy of the representations and warranties of each Purchaser contained in Article IV, the issuance and sale of the Purchased Shares pursuant to this Agreement is exempt from the registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company, any authorized Representative acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 1 contract
Sources: Purchase Agreement (Benefit Street Partners Realty Trust, Inc.)
No Registration Required. Assuming the accuracy of the representations and warranties of each Purchaser Investor contained in Article IVIII, the issuance and sale of the Purchased Issued Shares pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company, any authorized Representative representative acting on its behalf (other than the placement agents as to whom no representation is made) has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 1 contract
Sources: Investment Agreement (Mercuria Asset Holdings (Hong Kong) LTD)
No Registration Required. Assuming the accuracy of the representations and warranties of each Purchaser contained in Article IV, the issuance and sale of the Purchased Shares Securities pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company, any authorized Representative acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 1 contract
Sources: Securities Subscription Agreement (Lilis Energy, Inc.)
No Registration Required. Assuming the accuracy of the representations and warranties of each the applicable Purchaser contained in Article IV, the issuance and sale of the Purchased Shares Units to such Purchaser pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company Partnership nor, to the knowledge of the CompanyPartnership, any authorized Representative Person acting on its behalf behalf, has taken or nor will take any action hereafter that would cause the loss of such exemption.
Appears in 1 contract
Sources: Common Unit Purchase Agreement (Emerge Energy Services LP)
No Registration Required. Assuming the accuracy of the representations and warranties of each the Purchaser contained in Article IV, the issuance and sale of the Purchased Shares and the issuance of the Exchange Shares pursuant to this Agreement shall have been issued, to the knowledge of the Company, in compliance with all applicable Laws, and is exempt from the registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company, any authorized Representative acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 1 contract
Sources: Purchase and Exchange Agreement (Benefit Street Partners Realty Trust, Inc.)
No Registration Required. Assuming the accuracy of the representations and warranties of each Purchaser contained in Article IV, the issuance and sale of the Purchased Shares Units pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company ▇▇▇▇▇▇▇ nor, to the knowledge of the Company▇▇▇▇▇▇▇, any authorized Representative acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 1 contract
Sources: Class a Preferred Unit Purchase Agreement (Sanchez Production Partners LP)
No Registration Required. Assuming the accuracy of the representations and warranties of each Purchaser contained in Article IV, the issuance and sale of the Purchased Shares Units to such Purchaser pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company’s Knowledge, any authorized Representative Person acting on its behalf behalf, has taken or nor will take any action hereafter that would cause the loss of such exemption.
Appears in 1 contract
Sources: Membership Interest Purchase Agreement (NextEra Energy Partners, LP)
No Registration Required. Assuming the accuracy of the representations and warranties of each the Purchaser contained in Article IVSection 4.5 and Section 4.6, the issuance and sale of the Purchased Shares Units pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company Partnership nor, to the knowledge of the CompanyPartnership, any authorized Representative acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 1 contract
Sources: Common Unit Purchase Agreement (Stonemor Partners Lp)
No Registration Required. Assuming the accuracy of the representations and warranties of each Purchaser contained in Article IV, the issuance and sale of the Purchased Shares Units pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company Partnership nor, to the knowledge of the CompanyPartnership’s Knowledge, any authorized Representative Person acting on its behalf has taken or will take any action hereafter that would cause the loss of such exemption.
Appears in 1 contract
Sources: Purchase Agreement (MPLX Lp)
No Registration Required. Assuming the accuracy of the representations and warranties of each the Purchaser contained in Article IV, the issuance and sale of the Purchased Shares Units to the Purchaser pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company’s Knowledge, any authorized Representative Person acting on its behalf behalf, has taken or nor will take any action hereafter that would cause the loss of such exemption.
Appears in 1 contract
Sources: Contribution Agreement (NextEra Energy Partners, LP)
No Registration Required. Assuming the accuracy of the representations and warranties of each the applicable Purchaser contained in Article IV, the issuance and sale of the Purchased Shares Securities to the Purchaser pursuant to this Agreement is exempt from registration requirements of the Securities Act, and neither the Company nor, to the knowledge of the Company’s knowledge, any authorized Representative Person acting on its behalf behalf, has taken or nor will take any action hereafter that would cause the loss of such exemption.
Appears in 1 contract