Common use of Additional Investment Representations Clause in Contracts

Additional Investment Representations. (i) Purchaser has carefully reviewed, is familiar with and understands the Memorandum, the Stockholders' Agreement, the Four Year Note, the Pledge Agreement, the Option Agreement and the other documents, records and information, if any, requested by Purchaser or otherwise supplied by the Company in connection with the Offering; (ii) All documents, records and information pertaining to an investment in the Company which have been requested by Purchaser have been made available or delivered to Purchaser, except to the extent otherwise addressed in the Memorandum; (iii) Purchaser is fully familiar with the business and operations of the Company and has had an opportunity to ask questions of and receive answers from the Company concerning the terms and conditions of his investment and the financial condition, operations and prospects of the Company; (iv) No oral or written statement, printed material or inducement given or made by the Company or any of the Company's affiliates is contrary to the information contained in this Agreement, the Memorandum, the Stockholders' Agreement, the Four Year Note or the Pledge Agreement, and Purchaser acknowledges and agrees that in making his decision to purchase the Shares he has relied solely on such documents and the independent investigations made by him and, to the extent believed by Purchaser to be appropriate, his representatives, including his own professional, financial, legal, tax and other advisors; (v) Purchaser acknowledges that the Company, in reliance upon certain federal and state securities law exemptions, has provided Purchaser with less or different information than Purchaser would have received if an information memorandum complying with Rule 502(b)(2) of Regulation D promulgated pursuant to the Securities Act had been prepared and made available to Purchaser or if the Shares had been registered pursuant to the Securities Act. The foregoing notwithstanding, the information provided to Purchaser is sufficient to allow Purchaser to make a knowledgeable and informed decision regarding his investment in the Shares;

Additional Investment Representations. (i) Purchaser The Investor has carefully reviewed, is familiar with and understands each of the Memorandum, Articles of Incorporation and Bylaws of the Stockholders' Agreement, the Four Year Note, the Pledge Agreement, the Option Agreement Company and the other documents, records and information, if any, requested by Purchaser the Investor or otherwise supplied by the Company in connection with the OfferingCompany; (ii) All documents, records and information pertaining to an investment in the Company which have been requested by Purchaser the Investor have been made available or delivered to Purchaser, except to the extent otherwise addressed in the MemorandumInvestor; (iii) Purchaser is fully familiar with the business and operations of the Company and has had an opportunity to ask questions of and receive answers from the Company concerning the terms and conditions of his investment and the financial condition, operations and prospects of the Company; (iv) No oral or written statement, printed material or inducement given or made by the Company or any affiliate of the Company's affiliates Company is contrary to the information contained in this Agreement, the Memorandum, the Stockholders' Agreement, the Four Year Note or the Pledge Agreementherein, and Purchaser the Investor acknowledges and agrees that in making his its decision to purchase the Shares he it has relied solely on such documents its own information, the information provided to the Investor by the Company pursuant to this Subscription Agreement, and the other documents, records and information requested by the Investor and independent investigations made by him the Investor and, to the extent believed by Purchaser the Investor to be appropriate, his the Investor's representatives, including his the Investor's own professional, financial, legal, tax and other advisors; (viv) Purchaser The Investor acknowledges that the Company, in reliance upon certain federal and state securities law exemptions, has provided Purchaser the Investor with less or different information than Purchaser the Investor would have received if an information memorandum complying with Rule 502(b)(2) of Regulation D promulgated pursuant to the Securities Act had been prepared and made available to Purchaser the Investor or if the Shares had been registered pursuant to the Securities Act. The foregoing notwithstanding, the information provided to Purchaser the Investor is sufficient to allow Purchaser the Investor to make a knowledgeable and informed decision regarding his its investment in the Shares; (v) The Investor qualifies as an "accredited investor" as such term is defined in Rule 501 promulgated under the Securities Act, and the information set forth on the signature page hereto is true and correct in all material respects; (vi) The Investor is duly organized, validly existing and in good standing under the laws of its jurisdiction of organization; (vii) The Investor has the requisite corporate power and authority and full legal right to enter into this Subscription Agreement and to perform, observe and comply with all of its agreements and obligations hereunder; (viii) The execution and delivery of this Subscription Agreement and the performance by the Investor of all of its agreements and obligations under this Subscription Agreement have been duly authorized by all necessary corporate action on the part of the Investor; (ix) The Investor is authorized and otherwise duly qualified to purchase and hold the Shares, and the Investor has not been formed for the specific purpose of purchasing the Shares unless (in the case of a partnership or corporation) all of its equity owners qualify as accredited individual investors under Rule 501 of Regulation D promulgated under the Securities Act; (x) Assuming the due execution and delivery of this Subscription Agreement by the Company, this Subscription Agreement is a valid and binding obligation of the Investor, enforceable against the Investor in accordance with its terms, except as such enforcement may be subject to (i) bankruptcy, insolvency, reorganization, moratorium or other similar laws now or hereafter in effect relating to creditors rights generally and (ii) general principles of equity (regardless of whether such enforcement is considered in a proceeding in equity or at law); and (xi) Horn of the following has ever been represented, guaranteed or warranted to the Investor by or on behalf of the Company: (A) that the Company will be profitable or that the Investor will realize profits or losses, as a result of its investment in the Shares; or (B) that the past performance or experience on the part of any officer, director, stockholder, employee, agent or affiliate thereof, or any employee, agent or affiliate of the Company will in any way indicate the predict-able results of ownership of capital stock of the Company or of the overall venture.

Additional Investment Representations. (i) Purchaser The Investor has carefully reviewed, is familiar with and understands each of the Memorandum, Articles of Incorporation and Bylaws of the Stockholders' Agreement, the Four Year Note, the Pledge Agreement, the Option Agreement Company and the other documents, records and information, if any, requested by Purchaser the Investor or otherwise supplied by the Company in connection with the OfferingCompany; (ii) All documents, records and information pertaining to an investment in the Company which have been requested by Purchaser the Investor have been made available or delivered to Purchaser, except to the extent otherwise addressed in the MemorandumInvestor; (iii) Purchaser is fully familiar with the business and operations of the Company and has had an opportunity to ask questions of and receive answers from the Company concerning the terms and conditions of his investment and the financial condition, operations and prospects of the Company; (iv) No oral or written statement, printed material or inducement given or made by the Company or affiliate any of the Company's affiliates Company is contrary to the information contained in this Agreement, the Memorandum, the Stockholders' Agreement, the Four Year Note or the Pledge Agreementherein, and Purchaser the Investor acknowledges and agrees that in making his its decision to purchase the Shares he Securities it has relied solely on such documents its own information, the information provided to the Investor by the Company pursuant to this Subscription Agreement, and the other documents, records and information requested by the Investor and independent investigations made by him the Investor and, to the extent believed by Purchaser the Investor to be appropriate, his the Investor's representatives, including his the Investor's own professional, financial, legal, tax and other advisors; (iv) The Investor qualifies as an "accredited investor" as such term is defined in Rule 501 promulgated under the Securities Act, and the information set forth on the signature page hereto is true and correct in all material respects; (v) Purchaser acknowledges that The Investor is duly organized, validly existing and in good standing under the laws of its jurisdiction of organization; (vi) The Investor has the requisite corporate power and authority and full legal right to enter into the Transaction Documents to perform, observe and comply with all of its agreements and obligations hereunder and thereunder; (vii) The execution and delivery of the Transaction Documents, the performance by the Investor of all of its agreements and obligations under the Transaction Documents, have been duly authorized by all necessary corporate action on the part of the Investor; (viii) The Investor is authorized and otherwise duly qualified to purchase and hold the Securities and the Investor has not been formed for the specific purpose of purchasing the Securities; (ix) Assuming the due execution and delivery of the Transaction Documents by the Company, each of the Transaction Documents is a valid and binding -7- ------------------------- ------------------- CUSIP NO. 450707 10 4 13D PAGE 13 OF 39 PAGES ------------------------- ------------------- obligation of the Investor, enforceable against the Investor in reliance upon certain federal accordance with its terms, except as such enforcement may be subject to (i) bankruptcy, insolvency, reorganization, moratorium or other similar laws now or hereafter in effect relating; to creditors rights generally and state securities law exemptions(ii) general principles of equity (regardless of whether such enforcement is considered in a proceeding in equity or at law); and (x) None of the following has ever been represented, has provided Purchaser with less guaranteed or different information than Purchaser would have received if an information memorandum complying with Rule 502(b)(2) of Regulation D promulgated pursuant warranted to the Securities Act had been prepared and made available to Purchaser Investor by or if on behalf of the Shares had been registered pursuant to Company: (A) that the Securities Act. The foregoing notwithstanding, Company will be profitable or that the information provided to Purchaser is sufficient to allow Purchaser to make a knowledgeable and informed decision regarding his Investor will realize tax benefits in connection with an investment in the Shares;Securities, or that the Investor will realize profits or losses, as a result of its investment in the Securities; or (B) that the past, performance or experience on the part of any officer, director, stockholder, employee, agent or affiliate thereof, or any employee, agent or affiliate of the Company will in any way indicate the predictable results of ownership of capital stock of the Company or of the overall venture.

Additional Investment Representations. (i) Purchaser has carefully reviewed, is familiar with and understands the Memorandum, the Stockholders' , Agreement, the Four Year Note, the Pledge Agreement, the Option Agreement and the other documents, records and information, if any, requested by Purchaser or otherwise supplied by the Company in connection with the Offeringoffering; (ii) All documents, records and information pertaining to an investment in the Company which have been requested by Purchaser have been made available or delivered to Purchaser, except to the extent otherwise addressed in the Memorandum; (iii) Purchaser is fully familiar with the business and operations of the Company and has had an opportunity to ask questions of and receive answers from the Company concerning the terms and conditions of his investment and the financial condition, operations and prospects of the Company; (iv) No oral or written statement, printed material or inducement given or made by the Company or any of the Company's affiliates is contrary to the information contained in this Agreement, the Memorandum, the Stockholders' , Agreement, the Four Year Note or the Pledge Agreement, and Purchaser acknowledges and agrees that in making his decision to purchase the Shares he has relied solely on such documents and the independent investigations made by him and, to the extent believed by Purchaser to be appropriate, his representatives, including his own professional, financial, legal, tax and other advisors; (v) Purchaser acknowledges that the Company, in reliance upon certain federal and state securities law exemptions, has provided Purchaser with less or different information than Purchaser would have received if an information memorandum complying with Rule 502(b)(2) of Regulation D promulgated pursuant to the Securities Act had been prepared and made available to Purchaser or if the Shares had been registered pursuant to the Securities Act. The foregoing notwithstanding, the information provided to Purchaser is sufficient to allow Purchaser to make a knowledgeable and informed decision regarding his investment in the Shares;