Common use of Acquisition of Interests for Investment Clause in Contracts

Acquisition of Interests for Investment. Buyer has such knowledge and experience in financial and business matters such that it is capable of evaluating the merits and risks of its participation in this Merger. Buyer is acquiring the capital stock of the Surviving Corporation for investment and not with a view toward or for sale in connection with any distribution thereof, or with any present intention of distributing or selling capital stock of the Surviving Corporation. Buyer understands and agrees that capital stock of the Surviving Corporation may not be sold, transferred, offered for sale, pledged, hypothecated or otherwise disposed of without registration under the Securities Act of 1933, except pursuant to an exemption from such registration available under such Act, and without compliance with state, local and foreign securities Laws, in each case, to the extent applicable.

Appears in 1 contract

Samples: Transaction Agreement (1 800 Flowers Com Inc)

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Acquisition of Interests for Investment. Buyer has such knowledge and experience in financial and business matters such that it is capable of evaluating the merits and risks of its participation in this Mergerthe Contemplated Transactions. Buyer is acquiring the capital stock of the Surviving Corporation Purchased Shares for investment and not with a view toward or for sale in connection with any distribution thereof, or with any present intention of distributing or selling capital stock of the Surviving CorporationCompany. Buyer understands and agrees that capital stock of the Surviving Corporation Purchased Shares may not be sold, transferred, offered for sale, pledged, hypothecated or otherwise disposed of without registration under the Securities Act of 1933Act, except pursuant to an exemption from such registration available under such the Securities Act, and without compliance with state, local and foreign securities Laws, in each case, to the extent applicable.

Appears in 1 contract

Samples: Stock Purchase Agreement (J.G. Wentworth Co)

Acquisition of Interests for Investment. Buyer has such knowledge and experience in financial and business matters such that it is capable of evaluating the merits and risks of its participation in the transactions contemplated by this MergerAgreement. Buyer is acquiring the capital stock of the Surviving Corporation Company for investment and not with a view toward or for sale in connection with any distribution thereof, or with any present intention of distributing or selling capital stock of the Surviving CorporationCompany. Buyer Xxxxx understands and agrees that capital stock of the Surviving Corporation Company may not be sold, transferred, offered for sale, pledged, hypothecated or otherwise disposed of without registration under the Securities Act of 1933, except pursuant to an exemption from such registration available under such Act, and without compliance with state, local and foreign securities Laws, in each case, to the extent applicable.

Appears in 1 contract

Samples: Stock Purchase Agreement

Acquisition of Interests for Investment. Buyer has such knowledge and experience in financial and business matters such that it is capable of evaluating the merits and risks of its participation in the transactions contemplated by this MergerAgreement. Buyer is acquiring the capital stock of the Surviving Corporation Company for investment and not with a view toward or for sale in connection with any distribution thereof, or with any present intention of distributing or selling capital stock of the Surviving CorporationCompany. Buyer understands and agrees that capital stock of the Surviving Corporation Company may not be sold, transferred, offered for sale, pledged, hypothecated or otherwise disposed of without registration under the Securities Act of 1933, except pursuant to an exemption from such registration available under such Act, and without compliance with state, local and foreign securities Laws, in each case, to the extent applicable.

Appears in 1 contract

Samples: Stock Purchase Agreement (Nortek Inc)

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Acquisition of Interests for Investment. Buyer has such knowledge and experience in financial and business matters such that it is capable of evaluating the merits and risks of its participation in this Merger. Buyer is acquiring the capital stock of the Surviving Corporation Corporations for investment and not with a view toward or for sale in connection with any distribution thereof, or with any present intention of distributing or selling capital stock of any of the Surviving CorporationCorporations. Buyer understands and agrees that capital stock of the Surviving Corporation Corporations may not be sold, transferred, offered for sale, pledged, hypothecated or otherwise disposed of without registration under the Securities Act of 1933, except pursuant to an exemption from such registration available under such Act, and without compliance with state, local and foreign securities Laws, in each case, to the extent applicable.

Appears in 1 contract

Samples: Transaction Agreement (APX Group Holdings, Inc.)

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