Accredited Investor Exemption. The Consultant is acquiring the Shares as principal for its own account for investment purposes only, not for the benefit of another person and not with a view to the resale or distribution of all or any of the Shares and it is an accredited investor, in which case the Consultant must complete and include Schedule "A" attached hereto;
Accredited Investor Exemption. (i) The Subscriber is an “Accredited Investor” and the Subscriber has properly completed and duly executed the Accredited Investor Certificate attached to this Subscription Agreement as Schedule A indicating the means by which the Subscriber is an Accredited Investor and confirms the truth and accuracy of all statements made by the Subscriber in such certificate; and
Accredited Investor Exemption. SBICOA represents and warrants that all of the shareholders of SBICOA entitled to vote on the plan of share exchange, and to receive shares of MEGA in the exchange, described herein are residents of Virginia, are "accredited investors," as that term is defined in 17 CFR 230.501(a), have sufficient knowledge and experience in financial and business matters to be capable of evaluating the merits and risks of the prospective investment, and are able to bear the economic risks of the prospective investment. MEGA represents and warrants that all of the requirements of Virginia Code, Section 13.1-514B.19 and 21VAC5-40-140 incumbent on it to permit the MEGA Common Stock to be issued in the exchange to be offered and sold in reliance upon the accredited investor exemption from registration under the Virginia Securities Act are and will be met, satisfied, and discharged. Without limiting the generality of the foregoing, MEGA represents and warrants that it is not an issuer that is in the development stage that either has no specific business plan or purpose or has indicated that its business plan is to engage in a merger or acquisition with an unidentified company or companies, or other entity or person, and neither MEGA, nor any of MEGA's predecessors, nor any affiliated issuer, nor any MEGA's directors, officers, or beneficial owners of 10% or more of any class of its equity securities, nor any of MEGA's promoters presently connected with it in any capacity, nor any underwriter of the securities to be offered, nor any partner, director, or officer of such underwriter:
Accredited Investor Exemption. (a) the Purchaser (or its disclosed principal) is a British Columbia, Alberta or Ontario resident, has completed the attached Accredited Investor Certificate and: [Initial the applicable box] ❑ (i) is an "accredited investor" and is purchasing the securities as principal, for its own account and not for the benefit of any other person, and is purchasing for investment only and not with a view to resale or distribution and no other person, company, firm or other organization has a beneficial interest in the said securities being purchased;
Accredited Investor Exemption. (c) The Purchaser is purchasing the Shares as an accredited investor (as defined by National Instrument 45 106 under Canadian securities laws), a duly completed and executed copy of the Accredited Investor Confirmation in the form attached hereto as Schedule “D1” and for accredited investors that are individuals, Schedule “D2” – Form 45-106F9. If a purchaser of the Shares is an accredited investor who beneficially owns financial assets having an aggregate realizable value that before taxes, but net of any related liabilities, exceeds CDN$5,000,000, the purchaser is not required to complete Schedule “D2” - NOTE: “individual” refers to a natural person.
Accredited Investor Exemption. Each of the Sellers acknowledges its understanding that the offering and sale of the ITI Common Stock in connection with the Merger is intended to be exempt from registration under the Securities Act of 1933, as amended, by virtue of Section 4(2) of such Act and the provisions of Regulation D thereunder. Each of the Sellers is an "Accredited Investor" as that term is defined under such Regulation D under such Act.
