Access; Sophistication Sample Clauses

Access; Sophistication. (a) WorldSpace has been provided copies of all reports and registration statements filed by AMSC with the SEC pursuant to U.S. federal securities laws since December 31, 1998 ("AMSC SEC Documents"), and has reviewed such documents and has relied only on (i) statements and information contained therein and (ii) the representations, warranties, terms and conditions of this Agreement. WorldSpace will advise the WorldSpace Stockholders in its proxy statement of the availability for review by each WorldSpace Stockholder of each AMSC SEC Document. (b) All documents, books and records requested by WorldSpace pertaining to AMSC have been made available for inspection by WorldSpace and its agents and representatives, and WorldSpace and its agents and representatives have had a reasonable opportunity to ask questions of and receive answers from AMSC or officers or employees acting on behalf of AMSC concerning the terms and conditions of the issuance to XM Ventures of the AMSC Common Stock pursuant to this Agreement (the "AMSC Acquired Stock") and the business and prospects of AMSC. WorldSpace and its agents and representatives have such knowledge and experience in financial and business matters as to enable them to utilize the information made available to them in connection with the transactions contemplated hereby, to evaluate the merits and risks of the issuance by AMSC to XM Ventures of the Acquired AMSC Stock pursuant to Article 2 hereof, and to make an informed decision with respect thereto and such an evaluation and informed decision have been made.
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Access; Sophistication. Seller has provided to each Buyer copies of the Financial Statements and each Buyer has reviewed such documents. Each Buyer acknowledges that all documents, books and records requested by such Buyer pertaining to the Company or the Shares have been made available for inspection by such Buyer and his, her or its agents and representatives; that such Buyer and his, her or its agents and representatives have had a reasonable opportunity to ask questions of and receive answers from Seller, the Company or officers or employees acting on behalf of the Company and Seller, concerning the terms and conditions of the offering of the Shares and the business and prospects of the Company. Each Buyer is an "accredited investor," as such term is defined in Rule 501 under the Securities Act. Each Buyer and his, her or its respective agents and representatives have such knowledge and experience in financial and business matters as to enable them to utilize the information made available to them in connection with the transactions contemplated hereby, to evaluate the merits and risks of an investment in the Shares and to make an informed decision with respect thereto, and such an evaluation and informed decision have been made. The questionnaires Previously Disclosed to Seller relating to each of the Managers are accurate and complete in all material respects.
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Access; Sophistication. Each Restricted Party has had an opportunity to ask questions and receive answers concerning the terms and conditions of this Agreement, and has had full access to such other information concerning the Purchaser (including each of the Purchasers' quarterly reports filed with the Securities and Exchange Commission to date) and the transactions contemplated herein as such Restricted Party has requested. Each Restricted Party is an "accredited investor," as such term is defined in Rule 501 promulgated under the Act. Each Restricted Party and such Restricted Party's respective agents and representatives have such knowledge and experience in financial and business matters as to enable them to utilize the information made available to them in connection with the transactions contemplated hereby to evaluate the merits and risks associated with their receipt of the Common Stock pursuant to the terms of this Agreement and to make an informed decision with respect thereto, and such an evaluation and informed decision has been made.
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Related to Access; Sophistication

  • Information and Sophistication Without lessening or obviating the representations and warranties of the Company set forth in Section 3, each Purchaser hereby: (i) acknowledges that it has received all the information it has requested from the Company and it considers necessary or appropriate for deciding whether to acquire the Securities, (ii) represents that it has had an opportunity to ask questions and receive answers from the Company regarding the terms and conditions of the offering of the Securities and to obtain any additional information necessary to verify the accuracy of the information given the Purchaser and (iii) further represents that it has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risk of this investment.

  • Sophistication The Stockholder acknowledges that he is an informed and sophisticated investor and, together with his advisors, has undertaken such investigation as they have deemed necessary, including the review of the Merger Agreement and this Agreement, to enable the Stockholder to make an informed and intelligent decision with respect to the Merger Agreement and this Agreement and the transactions contemplated thereby and hereby.

  • ECONOMIC RISK; SOPHISTICATION 19 Section 13. NONDISCLOSURE OF CONFIDENTIAL INFORMATION

  • Experience A minimum of 1 year of IT work experience in computer systems or support with demonstrated working knowledge of basic hardware and software products and problem solving/troubleshooting skills.

  • Expertise Such Member alone, or together with its representatives, possesses such expertise, knowledge and sophistication in financial and business matters generally, and in the type of transactions in which the Company proposes to engage in particular, that such Member is capable of evaluating the merits and economic risks of acquiring and holding the Units, and that such Member is able to bear all such economic risks now and in the future;

  • Sophisticated Investor (i) Subscriber is sophisticated in financial matters and is able to evaluate the risks and benefits of the investment in the Securities. (ii) Subscriber is aware that an investment in the Securities is highly speculative and subject to substantial risks because, among other things, the Securities are subject to transfer restrictions and have not been registered under the Securities Act and therefore cannot be sold unless subsequently registered under the Securities Act or an exemption from such registration is available. Subscriber is able to bear the economic risk of its investment in the Securities for an indefinite period of time.

  • Sophisticated Seller Seller is sophisticated in financial matters and is able to evaluate the risks and benefits attendant to the sale of Shares to Buyer.

  • Sophisticated Buyer Buyer is sophisticated in financial matters and is able to evaluate the risks and benefits attendant to the purchase of Shares from Seller.

  • Experience, Financial Capability and Suitability Subscriber is: (i) sophisticated in financial matters and is able to evaluate the risks and benefits of the investment in the Shares and (ii) able to bear the economic risk of its investment in the Shares for an indefinite period of time because the Shares have not been registered under the Securities Act (as defined below) and therefore cannot be sold unless subsequently registered under the Securities Act or an exemption from such registration is available. Subscriber is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. Subscriber must bear the economic risk of this investment until the Shares are sold pursuant to: (i) an effective registration statement under the Securities Act or (ii) an exemption from registration available with respect to such sale. Subscriber is able to bear the economic risks of an investment in the Shares and to afford a complete loss of Subscriber’s investment in the Shares.

  • Experience of the Purchaser The Purchaser, either alone or together with its representatives, has such knowledge, sophistication and experience in business and financial matters so as to be capable of evaluating the merits and risks of the prospective investment in the Securities, and has so evaluated the merits and risks of such investment. The Purchaser is able to bear the economic risk of an investment in the Securities and, at the present time, is able to afford a complete loss of such investment.

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