| F.__The issuer provides a copy of the notification of | exemption to each offeree of securities sold in reliance on | this exemption, which must contain such legends as the | administrator prescribes, notifying the offeree that the | securities have not been registered with the administrator, | that they may be considered restricted securities and that | the issuer is under an obligation to make a reasonable | finding that the securities are a suitable investment for | the offeree; |
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| | 16.__Transactions with existing securities holders. A | transaction under an offer to existing security holders of the | issuer, including persons that at the date of the transaction are | holders of convertible securities, options or warrants, if a | commission or other remuneration, other than a standby | commission, is not paid or given, directly or indirectly, for | soliciting a security holder in this State; |
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| | 17.__Offerings filed but not effective, nonexempt securities. | An offer to sell, but not a sale, of a security not exempt from | registration under the federal Securities Act of 1933 if: |
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| A.__A registration or offering statement or similar record | as required under the federal Securities Act of 1933 has | been filed, but is not effective, or the offer is made in | compliance with 17 Code of Federal Regulations, 230.165; and |
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| B.__A stop order of which the offeror is aware has not been | issued against the offeror by the administrator or the | Securities and Exchange Commission and an audit, inspection | or proceeding that is public and that may culminate in a | stop order is not known by the offeror to be pending; |
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| | 18.__Offerings filed but not effective, exempt securities.__An | offer to sell, but not a sale, of a security exempt from | registration under the federal Securities Act of 1933 if: |
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| A.__A registration statement has been filed under this | chapter, but is not effective; |
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| B.__A solicitation of interest is provided in a record to | offerees in compliance with a routine technical rule, as | defined in Title 5, chapter 375, subchapter 2-A, adopted by | the administrator under this chapter; and |
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| C.__A stop order of which the offeror is aware has not been | issued against the offeror by the administrator or the Securities | and Exchange Commission and an audit, inspection |
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