Accredited Investor; Investigation. The Company (i) is an “accredited investor” as such term is defined in Rule 501 promulgated under the Securities Act of 1933, as amended (the “Securities Act”), (ii) is acquiring the Class A Units for investment and for the Company’s own account and not with a view to, or for resale in connection with, any distribution, except pursuant to registration under the Securities Act or an exemption from such registration available under the Securities Act, and in compliance with foreign securities laws, as applicable, (iii) understands that the Class A Units have not been registered under the Securities Act or under any securities or blue sky laws and, as a result, are subject to substantial restrictions on transfer, (iv) has had the opportunity to ask questions of, and to receive answers from, appropriate officers and employees of Xxxxxxx & Xxxxxx Group with respect to the terms and conditions of the transactions contemplated hereby and with respect to Xxxxxxx & Xxxxxx Group and the Class A Units and (v) has had access to such financial and other information as requested in order for the undersigned to make an informed decision as to an investment in Xxxxxxx & Xxxxxx Group, and has had the opportunity to obtain any additional information required to verify any of such information to which the undersigned has had access.
Appears in 2 contracts
Samples: Purchase Agreement (Manning & Napier, Inc.), Purchase Agreement (Manning & Napier, Inc.)
Accredited Investor; Investigation. The Company (i) is an “accredited investor” as such term is defined in Rule 501 promulgated under the Securities Act of 1933, as amended (the “Securities Act”), (ii) is acquiring the Holdings Class A Units for investment and for the Company’s own account and not with a view to, or for resale in connection with, any distribution, except pursuant to registration under the Securities Act or an exemption from such registration available under the Securities Act, and in compliance with foreign securities laws, as applicable, (iii) understands that the Holdings Class A Units have not been registered under the Securities Act or under any securities or blue sky laws and, as a result, are subject to substantial restrictions on transfer, (iv) has had the opportunity to ask questions of, and to receive answers from, appropriate officers and employees of Xxxxxxx & Xxxxxx Group M&N Holdings with respect to the terms and conditions of the transactions contemplated hereby and with respect to Xxxxxxx & Xxxxxx Group M&N Holdings and the Holdings Class A Units and (v) has had access to such financial and other information as requested in order for the undersigned to make an informed decision as to an investment in Xxxxxxx & Xxxxxx Groupthe Holdings Class A Units, and has had the opportunity to obtain any additional information required to verify any of such information to which the undersigned has had access.
Appears in 2 contracts
Samples: Purchase Agreement (Manning & Napier, Inc.), Purchase Agreement (Manning & Napier, Inc.)