Common use of Private Issue Clause in Contracts

Private Issue. Holder understands (i) that the Shares issuable upon exercise of Holder's rights contained in the Warrant are not registered under the Act or qualified under applicable state securities laws on the ground that the issuance contemplated by the Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company's reliance on such exemption is predicated on Holder's representations set forth in this Article 6.

Appears in 3 contracts

Sources: Warrant Agreement (Cavit Sciences, Inc.), Warrant Agreement (Cavit Sciences, Inc.), Warrant Agreement (Cavit Sciences, Inc.)

Private Issue. The Holder understands that (ia) that this Warrant and the Warrant Shares issuable upon exercise of Holder's rights contained in the this Warrant are not registered under the Act or qualified under applicable state securities laws on the ground that the issuance contemplated by the this Warrant will be exempt from the registration and qualifications requirements thereof, and (iib) that the Company's ’s reliance on such exemption is predicated on Holder's the representations set forth in this Article 6Section 5.

Appears in 3 contracts

Sources: Warrant Agreement (AskMeNow,Inc.), Warrant Agreement (AskMeNow,Inc.), Convertible Promissory Note (AskMeNow,Inc.)

Private Issue. Holder understands (i) that the Shares issuable -------------- upon exercise of Holder's rights contained in the Warrant are not registered under the Act or qualified under applicable state securities laws on the ground that the issuance contemplated by the Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company's reliance on such exemption is predicated on Holder's representations set forth in this Article 64.

Appears in 2 contracts

Sources: Warrant to Purchase Common Stock (Thinka Weight Loss Corp), Warrant Agreement (Sequiam Corp)

Private Issue. Holder understands (i) that the Shares issuable -------------- upon exercise of Holder's rights contained in the Warrant are not registered under the Act or qualified under applicable state securities laws on the ground that the issuance contemplated by the Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company's reliance on such exemption is predicated on Holder's representations set forth in this Article 65.

Appears in 2 contracts

Sources: Warrant to Purchase Common Stock (World Golf League Inc), Warrant Agreement (World Golf League Inc)

Private Issue. The Holder understands (i) that the Warrant Shares issuable upon exercise of Holder's rights contained in the Warrant are not registered under the Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by the this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company's ’s reliance on such exemption is predicated on Holder's the representations set forth in this Article 6Section 4.

Appears in 2 contracts

Sources: Common Stock Purchase Warrant (Orchestra BioMed Holdings, Inc.), Common Stock Purchase Warrant (Orchestra BioMed Holdings, Inc.)

Private Issue. Holder understands (i) that the Shares issuable upon exercise of Holder▇▇▇▇▇▇'s rights contained in the Warrant are not registered under the Act or qualified under applicable state securities laws on the ground that the issuance contemplated by the Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company's reliance on such exemption is predicated on Holder's representations set forth in this Article 65.

Appears in 2 contracts

Sources: Warrant to Purchase Common Stock (Peabodys Coffee Inc/Nv), Warrant Agreement (X-Change Corp)

Private Issue. Holder understands (i) that the Shares issuable upon -------------- exercise of Holder's rights contained in the Warrant are not registered under the Act or qualified under applicable state securities laws on the ground that the issuance contemplated by the Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company's reliance on such exemption is predicated on Holder's representations set forth in this Article 65.

Appears in 2 contracts

Sources: Warrant to Purchase Common Stock (Invicta Group Inc), Warrant to Purchase Common Stock (Invicta Group Inc)

Private Issue. Holder understands (i) that the Shares issuable upon exercise of Holder's rights contained in the Warrant are not registered under the Act ▇▇▇ ▇▇t or qualified under applicable state securities laws on the ground that the issuance contemplated by the Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company's reliance on such exemption is predicated on Holder's representations set forth in this Article 65.

Appears in 1 contract

Sources: Warrant Agreement (Radix Marine Inc)

Private Issue. Holder understands (i) that the Shares issuable upon exercise of Holder's ’s rights contained in the Warrant are not registered under the Act or qualified under applicable state securities laws on the ground that the issuance contemplated by the _________________ Initials _______________ Initials Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company's ’s reliance on such exemption is predicated on Holder's ’s representations set forth in this Article 65.

Appears in 1 contract

Sources: Warrant to Purchase Common Stock (Platina Energy Group Inc.)

Private Issue. The Holder understands (i) that the Warrant and the Shares issuable upon exercise of Holder's rights contained in the this Warrant are not registered under the Act Securities Act, or qualified under applicable state securities laws laws, on the ground that the issuance contemplated by the of this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company's ’s reliance on such exemption is predicated in part on Holder's the representations set forth in this Article 6Section.

Appears in 1 contract

Sources: Warrant Agreement (Redaptive, Inc.)

Private Issue. Holder The Warrantholder understands (i) that the Warrant ------------- Shares issuable upon exercise of Holder's rights contained in the this Warrant are not registered under the Securities Act (or a successor rule thereto) or qualified under applicable state securities laws on the ground that the issuance contemplated by the this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company's reliance on such exemption is predicated on Holder's the representations set forth in this Article 6Section 4.

Appears in 1 contract

Sources: Common Stock Purchase Warrant (Beatnik Inc)

Private Issue. Holder understands (i) that the Shares issuable upon Holde exercise of Holder's rights contained in the Warrant are not registered under the Act or qualified under applicable state securities laws on the ground that the issuance contemplated by the Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company's ’s reliance on such exemption is predicated on Holder's representations set forth in this Article 6.

Appears in 1 contract

Sources: Warrant to Purchase Common Stock (American Security Resources Corp.)

Private Issue. Holder understands (i) that the Warrant Shares issuable upon exercise of Holder's ’s rights contained in the Warrant are not registered under the Act or qualified under applicable state securities laws on the ground that the issuance contemplated by the Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company's ’s reliance on such exemption is predicated on Holder's ’s representations set forth in this Article 64.

Appears in 1 contract

Sources: Warrant to Purchase Common Stock (Airbee Wireless, Inc.)

Private Issue. Holder understands (i) that the Warrant Shares issuable upon exercise of Holder's rights contained in the this Warrant Certificate are not registered under the Securities Act of 1933, as amended (the "Securities Act") or qualified under applicable state securities laws on the ground that the issuance contemplated by the this Warrant Certificate will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company's reliance on such exemption is predicated on Holder's representations set forth in this Article 65.

Appears in 1 contract

Sources: Warrant Agreement (Integrated Surgical Systems Inc)

Private Issue. Holder understands (i) that the Shares issuable upon exercise of Holder's rights contained in the Warrant are not registered under the u▇▇▇▇ ▇he Act or qualified under applicable state securities laws on the ground that the issuance contemplated by the Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company's reliance on such exemption is predicated on Holder's representations set forth in this Article 65.

Appears in 1 contract

Sources: Warrant to Purchase Common Stock (Ultradata Systems Inc)

Private Issue. The Holder understands (i) that the Warrant Shares issuable upon exercise of the Holder's ’s rights contained in the Warrant are not registered under the Act or qualified under applicable state securities laws on the ground that the issuance contemplated by the Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company's ’s reliance on such exemption is predicated on the Holder's ’s representations set forth in this Article 64.

Appears in 1 contract

Sources: Warrant Agreement (National Storm Management Inc.)

Private Issue. The Holder understands (i) that neither the Warrant nor the Warrant Shares issuable upon exercise of Holder's rights contained in the Warrant are not registered under the Act or qualified under applicable state securities laws on the ground that the issuance contemplated by the this Warrant will be exempt from the registration and qualifications qualification requirements thereof, and (ii) that the Company's ’s reliance on such exemption is predicated on Holder's the representations set forth in this Article 6Section 5.

Appears in 1 contract

Sources: Warrant Agreement (Danimer Scientific, Inc.)

Private Issue. Holder understands that: (i) that this Warrant and the Shares Membership Interests issuable upon exercise of Holder's rights contained in the this Warrant are not registered under the Securities Act or qualified under applicable state securities laws on the ground that the issuance contemplated by the this Warrant will be exempt from the registration and qualifications requirements thereof, thereof pursuant to Section 4(2) of the Securities Act and any applicable state securities laws; and (ii) that the Company's ’s reliance on such exemption is predicated on Holder's the representations set forth in this Article 64.

Appears in 1 contract

Sources: Warrant Agreement (American Resources Corp)

Private Issue. The Holder understands (i) that the Converted Warrant Shares issuable upon exercise of Holder's rights contained in the Warrant are not registered under the 1933 Act or qualified under applicable state securities laws on the ground that the issuance contemplated by the this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company's ’s reliance on such exemption is predicated on Holder's the representations set forth in this Article Section 6.

Appears in 1 contract

Sources: Warrant Agreement (XL Fleet Corp.)

Private Issue. The Holder understands (i) that the Shares Stock issuable upon exercise of Holder's rights contained in the this Warrant are is not registered under the Act or qualified under applicable state securities laws on the ground that the issuance contemplated by the this Warrant will be exempt from the registration and qualifications requirements thereof, and (ii) that the Company's ’s reliance on such exemption is predicated on Holder's the representations set forth in this Article 6Section 3.

Appears in 1 contract

Sources: Common Stock Purchase Warrant (Janel World Trade LTD)