No Public Sale or Distribution. Such Buyer # is acquiring its Common Shares and Warrants, and # upon exercise of its Warrants (other than pursuant to a Cashless Exercise (as defined in the Warrants)) will acquire the Warrant Shares issuable upon exercise thereof, in each case, for its own account and not with a view towards, or for resale in connection with, the public sale or distribution thereof in violation of applicable securities laws, except pursuant to sales registered or exempted under the 1933 Act; provided, however, by making the representations herein, such Buyer does not agree, or make any representation or warranty, to hold any of the Securities for any minimum or other specific term and reserves the right to dispose of the Securities at any time in accordance with or pursuant to a registration statement or an exemption from registration under the 1933 Act. Such Buyer does not presently have any agreement or understanding, directly or indirectly, with any Person to distribute any of the Securities in violation of applicable securities laws. For purposes of this Agreement, Person means an individual, a limited liability company, a partnership, a joint venture, a corporation, a trust, an unincorporated organization, any other entity and any Governmental Entity (as defined below) or any department or agency thereof.
No Public Sale or Distribution. Such BuyerThe Investor is # is acquiring its Commonthe Shares and Warrants,the Warrant and # upon exercise of its Warrants (other than pursuant to a Cashless Exercise (as defined in the Warrants))Warrant will acquire the Warrant Shares issuable upon exercise thereof,Shares, in each case,case for its own accountaccount, not as a nominee or agent, and not with a view towards, or for resale in connection with, the public sale or distribution thereof in violation of applicable securities laws,any part thereof, except pursuant to sales registered or exempted under the 1933 Act; provided, however, by making the representations herein, such Buyer does not agree, or make any representation or warranty, to hold any ofAct. The Investor is acquiring the Securities for any minimum or other specific term and reserveshereunder in the right to disposeordinary course of the Securities at any time in accordance with or pursuant to a registration statement or an exemption from registration under the 1933 Act. Such Buyerits business. The Investor does not presently have any agreementcontract, agreement, undertaking, arrangement or understanding, directly or indirectly, with any Person to distribute any of the Securities in violation of applicable securities laws. For purposes of this Agreement, Person means an individual, a limited liability company, a partnership, a joint venture, a corporation, a trust, an unincorporated organization, any other entityorganization and any Governmental Entity (as defined below)a government or any department or agency thereof.thereof (a “Person”) to sell, transfer, pledge, assign or otherwise distribute any of the Securities.
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