Acknowledgments, Representations and Warranties of Purchaser Clause Samples
Acknowledgments, Representations and Warranties of Purchaser. Purchaser acknowledges that: §5.01. Purchaser has inspected the Premises, is fully familiar with the physical condition and state of repair thereof, and, subject to the provisions of §7.01, §8.01, and §9.04, shall accept the Premises “as is” and in their present condition, subject to reasonable use, wear, tear and natural deterioration between now and the Closing Date, without any reduction in the Purchase Price for any change in such condition by reason thereof subsequent to the date of this contract.
Acknowledgments, Representations and Warranties of Purchaser. 6 Section 6......................................................................Seller's Obligations as to Leases ................................................................................................................6 Section 7..........................................................................
Acknowledgments, Representations and Warranties of Purchaser. 2.1 Acknowledgments concerning offering
(a) the Shares have not been registered under the 1933 Act, or under any state securities or "blue sky" laws of any state of the United States, and are being offered only in a transaction not involving any public offering within the meaning of the 1933 Act, and, unless so registered, may not be offered or sold in the United States or to U.S. Persons (as defined herein), except pursuant to an effective registration statement under the 1933 Act, or pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the 1933 Act, and in each case only in accordance with applicable state securities laws, and that, therefore, the Purchaser may not receive information that would otherwise be required to be provided to a purchaser in a registered public offering.
(b) the Issuer will refuse to register any transfer of the Shares not made in accordance with the provisions of Regulation S, pursuant to an effective registration statement under the 1933 Act or pursuant to an available exemption from, or in a transaction not subject to, the registration requirements of the 1933 Act;
(c) the Issuer has not undertaken, and will have no obligation, to register any of the Shares under the 1933 Act or to facilitate sales pursuant to Regulation S or Rule 144 under the 1933 Act, or pursuant to the laws of any other jurisdiction;
(d) the Purchaser’s decision to execute this Subscription Agreement and purchase the Shares agreed to be purchased hereunder has not been based upon any oral or written representation as to fact or otherwise made by or on behalf of the Issuer and such decision is based entirely upon a review of information (the "Issuer Information") contained in (i) the Issuer’s filings with the SEC and (ii) the Issuer’s Investor Presentation dated as of May 6, 2014, all of which are incorporated herein by reference for all purposes. The Purchaser acknowledges that the business plan, the corporate profile and any projections or predictions contained in any such documents may not be achieved or be achievable;
(e) the Purchaser and the Purchaser's advisor(s) have had a reasonable opportunity to ask questions of and receive answers from the Issuer regarding the Offering and the Issuer Information, and to obtain additional information, to the extent possessed or obtainable without unreasonable effort or expense, necessary to verify the accuracy of the information contained in the Issuer Information;
(...
Acknowledgments, Representations and Warranties of Purchaser. Purchaser acknowledges that: §5.01. Purchaser has inspected the Premises, is fully familiar with the physical condition and state of repair thereof, and, subject to the provisions of §6.01, shall accept the Premises “as is” and in its present condition, without any reduction in the Purchase Price for any change in such condition by reason thereof subsequent to the date of this contract.
Acknowledgments, Representations and Warranties of Purchaser. Acknowledgments concerning offering
Acknowledgments, Representations and Warranties of Purchaser
