Accredited Investor Representations. Employee hereby represents to the Company that the representations set forth in Annex I to this Agreement (a) are true and correct as of the date of this Agreement and (b) shall be true and correct as of the date of the closing of the IPO.
Accredited Investor Representations. The Subscriber represents and warrants that the Subscriber is an “accredited investor” as that term is defined in Regulation D promulgated under the Act and the following description is applicable. Accordingly, please check each applicable category described in (a) through (c) below:
Accredited Investor Representations. As an inducement to KPMG and Consulting to enter into this Agreement and to consummate the transactions contemplated hereby the Member hereby represents and warrants to KPMG and Consulting and agrees as follows:
Accredited Investor Representations. Acuity shall use its reasonable best efforts to obtain a representation from each Acuity Shareholder and each holder of warrants to acquire Acuity capital stock and Acuity Options, dated as of a recent date, that (a) he, she or it is an “accredited investor” as defined in Rule 501(a) of Regulation D promulgated under the Securities Act or (b) if not, he, she or it, either alone or together with his, her or its purchaser representative(s), has such knowledge and experience in financial and business matters that he, she or it is capable of independently evaluating the risks and merits of acquiring the Parent Common Stock, Parent Series C Preferred Stock, Adjusted Parent Options, Adjusted Parent Series C Options and/or Parent Warrants to be delivered hereunder, and in either case to deliver such representation to Parent at or prior to the Acuity Merger Effective Time.
Accredited Investor Representations. Initial all appropriate spaces on the following pages indicating the basis upon which the undersigned qualifies as an accredited investor (must initial one). For Individual Investors Only:
Accredited Investor Representations. (a) The Seller, and each of their equity owners, is: (i) an “accredited investor” as that term is defined in Rule 501 of the General Rules and Regulations under Securities Act of 1933, as amended (the “Securities Act”), by reason of Rule 501(a)(3), and (ii) experienced in making investments of the kind described in this Agreement and the related documents, (iii) able, by reason of the business and financial experience of its officers (if an entity) and professional advisors (who are not affiliated with or compensated in any way by Buyer or any of its Affiliates), to protect its own interests in connection with the transactions described in this Agreement, and the related documents, and (iv) able to afford the entire loss of its investment in the Equity Consideration Shares. Events. No “bad actor” disqualification event is applicable to the Seller for purposes of Rule 506 promulgated under the Securities Act.
Accredited Investor Representations a. In order to ensure that the Securities are sold pursuant to an appropriate exemption from registration under the Securities Act of 1933, as amended (the “Securities Act”), and in accordance with Regulation D promulgated thereunder (“Regulation D”), the undersigned represents and warrants that the undersigned is an accredited investor described within one of the following categories:
Accredited Investor Representations. Not less than fifteen (15) days prior to the Closing, Acquiror shall have received a certificate in the form attached hereto as Exhibit I (an "Accredited Investor's Certificate") from: (i) each holder of Preferred Stock who would be entitled to receive shares of Valeant Common Stock as part of the Merger Consideration, and (ii) each Electing Common Holder.
Accredited Investor Representations. In order to induce XC to issue the Shares and the Warrants to AJR, AJR hereby represents and warrants to XC as follows:
Accredited Investor Representations. 3.23.1. USDATA is an “accredited investor” within the meaning of Rule 501 of Regulation D of the Securities Act, as presently in effect. USDATA is capable of evaluating the merits and risks of its investment in the Purchaser and has the capacity to protect USDATA’s own interests.
