Common use of Offer and Sale Clause in Contracts

Offer and Sale. Purchaser understands that the sale of the Shares has not been registered under the Securities Act in reliance upon an exemption therefrom. Purchaser was not offered or sold the Shares, directly or indirectly, by means of any form of general solicitation or general advertisement, including the following: (i) any advertisement, article, notice or other communication published in any newspaper, magazine or similar medium or broadcast over television or radio; or (ii) any seminar or other meeting whose attendees had been invited by general solicitation or general advertising.

Offer and Sale. Purchaser understands that the offer and sale of the Shares has have not been registered under the Securities Act in reliance upon an exemption therefrom. Purchaser was not offered or sold the Shares, directly or indirectly, by means of any form of general solicitation or general advertisement, including the following: (i) any advertisement, article, notice or other communication published in any newspaper, magazine or similar medium or broadcast over television or radio; or (ii) any seminar or other meeting whose attendees had been invited by general solicitation or general advertising.

Offer and Sale. Purchaser understands that the offer and sale of the Shares has have not been registered under the Securities Act in reliance upon an exemption therefrom. Purchaser was not offered or sold the Shares, directly or indirectly, by means of any form of general solicitation or general advertisement, including the following: (i) any advertisement, advertisement article, notice or other communication published in any newspaper, magazine or similar medium or broadcast over television or radio; or (ii) any seminar or other meeting whose attendees had been invited by general solicitation or general advertising.

Offer and Sale. The Purchaser understands that the sale of the Shares Securities has not been registered under the Securities Act in reliance upon an exemption therefrom. The Purchaser was not offered or sold the SharesSecurities, directly or indirectly, by means of any form of general solicitation or general advertisement, including the following: (i) any advertisement, article, notice or other communication published in any newspaper, magazine or similar medium or broadcast over television or radio; radio or (ii) any seminar or other meeting whose attendees had been invited by general solicitation or general advertising.

Offer and Sale. The Purchaser understands that the offer and sale -------------- of the Shares has have not been registered under the Securities Act in reliance upon an exemption therefrom. The Purchaser was not offered or sold the Shares, directly or indirectly, by means of any form of general solicitation or general advertisement, including the following: (i) any advertisement, article, notice or other communication published in any newspaper, magazine or similar medium or broadcast over television or radio; or (ii) any seminar or other meeting whose attendees had been invited by general solicitation or general advertising.

Offer and Sale. The Purchaser understands that the offer and sale of the Shares has have not been registered under the Securities Act in reliance upon an exemption therefrom. The Purchaser was not offered or sold the Shares, directly or indirectly, by means of any form of general solicitation or general advertisement, including the following: (i) any advertisement, article, notice or other communication published in any newspaper, magazine or similar medium or broadcast over television or radio; or (ii) any seminar or other meeting whose attendees had been invited by general solicitation or general advertising.

Offer and Sale. Purchaser understands that the offer and sale of -------------- the Shares has have not been registered under the Securities Act in reliance upon an exemption therefrom. Purchaser was not offered or sold the Shares, directly or indirectly, by means of any form of general solicitation or general advertisement, including the following: (i) any advertisement, article, notice or other communication published in any newspaper, magazine or similar medium or broadcast over television or radio; or (ii) any seminar or other meeting whose attendees had been invited by general solicitation or general advertising.