Acquisition of Securities for Investment. Buyer has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of its purchase of the Securities. Xxxxx confirms that the Sellers and the Purchased Entities have provided Buyer the opportunity to ask questions of the officers and management employees of the Sellers and the Purchased Entities and to acquire additional information about the business and financial condition of the Sellers and the Purchased Entities. Buyer is acquiring the Securities 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 such Securities. Buyer is financially able to bear the risk of holding such investment for an indefinite period of time. Buyer is not relying on any representation or inducement by any Person (including, without limitation, any Affiliate of the Company) other than as provided in this Agreement. Xxxxx agrees that the Securities may not be sold, transferred, offered for sale, pledged, hypothecated or otherwise disposed of without registration under the Securities Act of 1933, as amended (the “Securities Act”), except pursuant to an exemption from such registration available under the Securities Act.
Acquisition of Securities for Investment. Buyer has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of its purchase of the Securities. Buyer confirms that the Company and the Sellers have made available to Buyer the opportunity to ask questions of the officers and management employees of the Company and to acquire additional information about the business and financial condition of the Company and its Subsidiaries. Buyer is acquiring the Securities 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 the Securities. Buyer agrees that the Securities may not be sold, transferred, offered for sale, pledged, hypothecated or otherwise disposed of without registration under the Securities Act of 1933, as amended, except pursuant to an exemption from such registration available under such Act.
Acquisition of Securities for Investment. Buyer is acquiring the Securities for investment and not with a view toward, or for sale in connection with, any distribution thereof, nor with any present intention of distributing or selling such Securities. Xxxxx agrees that the Securities have not been registered under, and may not be sold, transferred, offered for sale, pledged, hypothecated or otherwise disposed of without registration under, the Securities Act, and any applicable foreign and state securities laws, except under an exemption from such registration under such Act and such laws.
Acquisition of Securities for Investment. Purchaser and the Merger Subs are acquiring the capital stock and membership or other equity interests, as applicable, of each of the Transferred Entities for the purpose of investment and not with a view toward or for resale in connection with any distribution thereof, or with any present intention of distributing or selling such capital stock and membership or other equity interests. Purchaser acknowledges that the capital stock and membership or other equity interests, as applicable, of each of the Transferred Entities have not been registered under the Securities Act or any state securities Laws and agrees that such capital stock and membership or other equity interests may not be sold, transferred, offered for sale, pledged, hypothecated or otherwise disposed of without registration under the Securities Act, except pursuant to an exemption from such registration available under the Securities Act, and without compliance with foreign securities Laws, in each case, to the extent applicable. Purchaser is an Accredited Investor.
Acquisition of Securities for Investment. Purchaser has such knowledge and experience in financial and business matters as is required for evaluating the merits and risks of its purchase of the Securities and is capable of such evaluation. Purchaser confirms that Sellers have made available to Purchaser and Purchaser’s agents the opportunity to ask questions of the officers and management employees of Sellers and of the Transferred Group as well as access to the documents, information and records of Sellers and the Transferred Group and to acquire additional information about the business and financial condition of the Business, and Purchaser confirms that it has made an independent investigation, analysis and evaluation of the Transferred Group and its properties, assets, business, financial condition, prospects, documents, information and records. Purchaser is acquiring the Securities for the purpose of investment and not with a view toward or for resale in connection with any distribution thereof, or with any present intention of distributing or selling the Securities. Purchaser acknowledges that the Securities have not been registered under the Securities Act or any state securities Laws and agrees that the Securities may not be sold, transferred, offered for sale, pledged, hypothecated or otherwise disposed of without registration under the Securities Act, except pursuant to an exemption from such registration available under the Securities Act, and without compliance with foreign securities Laws, in each case, to the extent applicable. Purchaser represents that it is an “accredited investor” as that term is defined in rule 501 of Regulation D of the Securities Act.
Acquisition of Securities for Investment. Purchaser is acquiring the Securities for the purpose of investment and not with a view toward or for resale in connection with any distribution thereof, or with any present intention of distributing or selling the Securities. Purchaser acknowledges that the Securities have not been registered under the Securities Act or any state securities Laws and agrees that the Securities may not be sold, transferred, offered for sale, pledged, hypothecated or otherwise disposed of without registration under the Securities Act, except pursuant to an exemption from such registration available under the Securities Act, and without compliance with foreign securities Laws, in each case, to the extent applicable. Purchaser is an “accredited investor” as that term is defined in Rule 501 of Regulation D of the Securities Act.
Acquisition of Securities for Investment. Such Investor is acquiring the Securities for investment purposes only and not with any present intention of distributing or selling the Securities in violation of federal or state securities laws. Such Investor shall not sell, transfer, offer for sale, pledge, hypothecate or otherwise dispose of such Securities in violation of any federal or state securities laws."
Acquisition of Securities for Investment. The Purchaser is acquiring the Securities for its own account, for investment only, and not with a view to any resale or public distribution thereof in violation of the Securities Act. The Purchaser shall not offer to sell or otherwise dispose of the Securities in violation of any Applicable Law. The Purchaser acknowledges that (a) none of the Securities has been registered under the Securities Act or any state securities laws, (b) there is no public market for the Securities and there can be no assurance that a public market shall develop, and (c) it must bear the economic risk of its investment in the Securities for an indefinite period of time. The Purchaser is an “Accredited Investor” within the meaning of Rule 501 of Regulation D promulgated under the Securities Act.
