Accredited Investor and Investment Company Act Representations Sample Clauses

Accredited Investor and Investment Company Act Representations. Each Limited Partner represents that such Partner has such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of an investment in the Partnership and is able to bear the economic risk of that investment. Each Limited Partner represents that such Partner has had an opportunity to ask questions of and receive answers from the General Partner in order to obtain such additional information as such Partner has deemed necessary to make an informed investment decision with respect to a purchase of an interest in the Partnership and, unless otherwise disclosed in writing to the General Partner (which writing shall constitute a representation by such Limited Partner hereunder), that such Partner is an accredited investor, as that term is defined in Regulation D promulgated by the Securities and Exchange Commission (the “SEC”). Each Limited Partner represents that such Partner is not subject to a “Bad Actor” disqualification, as such term is used in Rule 506(d) of Regulation D promulgated by the SEC. Each Limited Partner covenants to immediately provide written notice to the General Partner in the event such Limited Partner is charged with, or convicted of, any felony or misdemeanor or is the potential target of, or becomes subject to, any order, judgment, decree or other condition set forth in Rule 506(d) of Regulation D promulgated by the SEC. Each Limited Partner covenants to provide such information to the General Partner as the General Partner may request in order to comply with the disclosure obligations set forth in Rule 506(e) of Regulation D promulgated by the SEC.
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Accredited Investor and Investment Company Act Representations. (a) Each Limited Partner represents that such Partner has such knowledge and experience in financial and business matters as to be capable of evaluating the merits and risks of an investment in the Partnership and is able to bear the economic risk of that investment. Each Limited Partner represents that such Partner has had an opportunity to ask questions of and receive answers from the General Partner in order to obtain such additional information as such Partner has deemed necessary to make an informed investment decision with respect to a purchase of an interest in the Partnership and, unless otherwise disclosed in writing to the General Partner (which such writing shall constitute a representation by such Limited Partner hereunder), that such Partner is an accredited investor, as that term is defined in Regulation D promulgated by the Securities and Exchange Commission.

Related to Accredited Investor and Investment Company Act Representations

  • Investment Company Act, Etc Neither the Borrower nor any of its Subsidiaries is (a) an “investment company” or is “controlled” by an “investment company”, as such terms are defined in, or subject to regulation under, the Investment Company Act of 1940, as amended, or (b) otherwise subject to any other regulatory scheme limiting its ability to incur debt or requiring any approval or consent from or registration or filing with, any Governmental Authority in connection therewith.

  • Accredited Investor Status or Investment Limits Subscriber represents that either:

  • Accredited Investor Status The Buyer is an “accredited investor” as that term is defined in Rule 501(a) of Regulation D (an “Accredited Investor”).

  • Investment Intent; Accredited Investor The Investor is purchasing the Note and the Warrant for its own account, for investment purposes, and not with a view towards distribution. The Investor is an “accredited investor” as such term is defined in Rule 501(a) of Regulation D of the 1933 Act. The Investor has, by reason of its business and financial experience, such knowledge, sophistication and experience in financial and business matters and in making investment decisions of this type that it is capable of (a) evaluating the merits and risks of an investment in the Note, the Warrant and the Investor Shares and making an informed investment decision, (b) protecting its own interests and (c) bearing the economic risk of such investment for an indefinite period of time.

  • Investment Company Act Status The Company is not, and as a result of the consummation of the transactions contemplated by the Transaction Documents and the application of the proceeds from the sale of the Shares as will be set forth in the Prospectus included in any Registration Statement (and any post-effective amendment thereto) and any Prospectus Supplement thereto filed pursuant to the Registration Rights Agreement the Company will not be an “investment company” within the meaning of the Investment Company Act of 1940, as amended.

  • Holding Company and Investment Company Acts Neither the Borrower nor any of its Subsidiaries is a "holding company", or a "subsidiary company" of a "holding company", or an "affiliate" of a "holding company", as such terms are defined in the Public Utility Holding Company Act of 1935; nor is it an "investment company", or an "affiliated company" or a "principal underwriter" of an "investment company", as such terms are defined in the Investment Company Act of 1940.

  • Investment Company Act Compliance The Borrower is not, nor is the Borrower directly or indirectly controlled by or acting on behalf of any Person which is, an "investment company" or an "affiliated person" of an "investment company" within the meaning of the Investment Company Act of 1940, as amended.

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