Economic Risk and Suitability. The undersigned represents and warrants as follows:
(a) the undersigned realizes that the Pubco Common Stock involves a high degree of risk and are a speculative investment, and that he, she or it is able, without impairing the undersigned’s financial condition, to hold the Pubco Common Stock for an indefinite period of time;
(b) the undersigned recognizes that there is no assurance of future profitable operations and that investment in Pubco involves substantial risks, and that the undersigned has taken full cognizance of and understands all of the risk factors related to the Pubco Common Stock;
(c) the undersigned has carefully considered and has, to the extent the undersigned believes such discussion necessary, discussed with the undersigned’s professional legal, tax and financial advisors the suitability of an investment in Pubco for the particular tax and financial situation of the undersigned and that the undersigned and/or the undersigned’s advisors have determined that the Pubco Common Stock is a suitable investment for the undersigned;
(d) the financial condition and investment of the undersigned are such that he, she or it is in a financial position to hold the Pubco Common Stock for an indefinite period of time and to bear the economic risk of, and withstand a complete loss of, the value of the Pubco Common Stock;
(e) the undersigned alone, or with the assistance of professional advisors, has such knowledge and experience in financial and business matters that the undersigned is capable of evaluating the merits and risks of acquiring the Pubco Common Stock, or has a pre-existing personal or business relationship with Pubco or any of its officers, directors, or controlling persons of a duration and nature that enables the undersigned to be aware of the character, business acumen and general business and financial circumstances of Pubco or such other person;
(f) if the undersigned is a partnership, trust, corporation or other entity: (1) it was not organized for the purpose of acquiring the Pubco Common Stock (or all of its equity owners are "accredited investors" as defined in Section 6 below); (2) it has the power and authority to execute this Certificate and the person executing said document on its behalf has the necessary power to do so; (3) its principal place of business and principal office are located within the state set forth in its address below; and (4) all of its trustees, partners and/or shareholders, whichever the case may be, are ...
Economic Risk and Suitability. Purchaser represents and warrants as ----------------------------- follows:
3.1 Purchaser acknowledges and realizes that Purchaser's purchase of the Securities involves a high degree of risk and will be a highly speculative investment and that Purchaser is able, without impairing Purchaser's financial condition, to hold the Securities for an indefinite period of time and to suffer a complete loss of Purchaser's investment.
3.2 Purchaser has carefully considered and has, to the extent Purchaser believes such discussions necessary, discussed with Purchaser's professional, legal, tax and financial advisors the suitability of an investment in the Securities for the particular legal, tax and financial situation of Purchaser and that Purchaser and/or Purchaser's advisors have determined that the Securities are a suitable investment for Purchaser.
3.3 Purchaser has such knowledge and experience in business and financial matters, including without limitation, investment in technology and biotechnology companies, as will enable Purchaser to fend for itself, bear the economic risks of its investment and evaluate the merits and risks of an investment in the Securities and to make an informed investment decision.
3.4 Purchaser has carefully read the Purchase Agreement and all attachments thereto and the Company has made available to Purchaser or Purchaser's advisors all information and documents requested by Purchaser relating to investment in the Securities, and has provided answers to Purchaser's satisfaction to all of Purchaser's questions concerning the Company and the Securities to be acquired.
3.5 Purchaser understands that neither the Company nor any of its officers/directors, has any obligation to register the Securities under any federal or state securities act or law except as otherwise expressly set forth in Section 5.3 of the Annex to the Purchase Agreement.
3.6 All information that Purchaser has provided concerning himself or herself, his or her financial position and (each of) his/her representative(s), if any, is correct and complete as of the date set forth below, and if there should be any material change in such information, Purchaser will provide such information to the Company as soon as practicable thereafter. Exhibit 4.9-1
3.7 Purchaser understands that the Company is relying on the truth and accuracy of the declarations, representations, warranties and agreements made by Purchaser to the Company herein in transferring the Securities to Purchaser...
Economic Risk and Suitability. Subscriber represents and warrants as follows:
(a) Subscriber realizes that Subscriber’s purchase of the Units involves a high degree of risk and will be a highly speculative investment, and that he, she or it is able, without impairing Subscriber’s financial condition, to hold the Units for an indefinite period of time.
(b) Subscriber alone, or with the assistance of professional advisors, has such knowledge and experience in financial and business matters that the undersigned is capable of evaluating the merits and risks of Subscriber’s purchase of the Units, or has a pre-existing personal or business relationship with the Corporation or any of its officers, directors, or controlling persons, of a duration and nature that enables the undersigned to be aware of the character, business acumen and general business and financial circumstances of the Corporation or such other person.
(c) If Subscriber is a partnership, trust, corporation or other entity, its principal place of business and principal office are located within the state set forth in its address below.
(d) Subscriber has relied solely upon the documents and materials submitted therewith, advice of his or her representatives, if any, and independent investigations made by Subscriber and/or his or her Subscriber representatives, if any, in making the decision to purchase the Units subscribed for herein and acknowledges that no representations or agreements other than those set forth in the Disclosure Documents have been made to the Subscriber in respect thereto.
(e) Subscriber confirms that Subscriber has received no general solicitation or general advertisement and has attended no seminar or meeting (whose attendees have been invited by any general solicitation or general advertisement) and has received no advertisement in any newspaper, magazine, or similar media, broadcast on television or radio regarding the offering of the Units.
Economic Risk and Suitability. Subscriber represents and warrants as follows:
(a) Subscriber is acquiring the Common Shares for his, her or its own account for investment and not with a view to, or for sale in connection with, any distribution thereof, nor with any present intention of distributing or selling the same; and Subscriber has no present or contemplated agreement, undertaking, arrangement, obligation, indebtedness or commitment providing for the disposition thereof. Subscriber is an “accredited investor” as defined in Rule 501(a) under the Securities Act. Subscriber understands that the Common Shares have not been, and will not be, registered under the Securities Act by reason of a specific exemption from the registration provisions of the Securities Act, the availability of which depends upon, among other things, the bona fide nature of the investment intent and the accuracy of Subscriber’s representations as expressed herein.
(b) Subscriber recognizes that there is no assurance of future profitable operations and that investment in the Company involves substantial risks, and that the Subscriber has taken full cognizance of and understands all of the risk factors related to the purchase of the Common Shares.
(c) Subscriber has carefully considered and has, to the extent Subscriber believes such discussion necessary, discussed with Subscriber’s professional legal, tax and financial advisors the suitability of an investment in the Company for the particular tax and financial situation of Subscriber and that Subscriber and/or Subscriber’s advisors have determined that the Common Shares are a suitable investment for Subscriber.
(d) The financial condition and investment of Subscriber is such that it is in a financial position to bear the economic risk of, and withstand a complete loss of, the entire investment.
(e) Subscriber alone, or with the assistance of professional advisors, has such knowledge and experience in financial and business matters that the undersigned is capable of evaluating the merits and risks of Subscriber’s purchase of the Common Shares or has a pre-existing personal or business relationship with the Company or any of its officers, directors, or controlling persons of a duration and nature that enables the Subscriber to be aware of the character, business acumen and general business and financial circumstances of the Company.
(f) Subscriber has carefully read the Disclosure Documents and the Company has made available to Subscriber or its advisors all infor...
Economic Risk and Suitability. Subscriber represents and warrants as follows:
(a) Subscriber realizes that Subscriber's purchase of the Units involves a high degree of risk and will be a highly speculative investment, and that he, she or it is able, without impairing Subscriber's financial condition, to hold the Common Shares and Warrants for an indefinite period of time.
(b) Subscriber alone, or with the assistance of professional advisors, has such knowledge and experience in financial and business matters that the undersigned is capable of evaluating the merits and risks of Subscriber's purchase of the Units, or has a pre-existing personal or business relationship with the Corporation or any of its officers, directors, or controlling persons, of a duration and nature that enables the undersigned to be aware of the character, business acumen and general business and financial circumstances of the Corporation or such other person.
(c) If Subscriber is a partnership, trust, corporation or other entity, its principal place of business and principal office are located within the state set forth in its address below.
(d) Subscriber has relied solely upon the documents and materials submitted therewith, advice of his or her representatives, if any, and independent investigations made by Subscriber and/or his or her Subscriber representatives, if any, in making the decision to purchase the Units subscribed for herein and acknowledges that no representations or agreements other than those set forth in the Disclosure Documents have been made to the Subscriber in respect thereto.
(e) Subscriber confirms that Subscriber has received no general solicitation or general advertisement and has attended no seminar or meeting (whose attendees have been invited by any general solicitation or general advertisement) and has received no advertisement in any newspaper, magazine, or similar media, broadcast on television or radio regarding the offering of the Units.
Economic Risk and Suitability. The undersigned represents and warrants as follows:
(a) the undersigned realizes that the Worldbid Common Stock involves a high degree of risk and are a speculative investment, and that he, she or it is able, without impairing the undersigned’s financial condition, to hold the Worldbid Common Stock for an indefinite period of time;
(b) the undersigned recognizes that there is no assurance of future profitable operations and that investment in Worldbid involves substantial risks, and that the undersigned has taken full cognizance of and understands all of the risk factors related to the Worldbid Common Stock;
(c) the undersigned has carefully considered and has, to the extent the undersigned believes such discussion necessary, discussed with the undersigned’s professional legal, tax and financial advisors the suitability of an investment in Worldbid for the particular tax and financial situation of the undersigned and that the undersigned and/or the undersigned’s advisors have determined that the Worldbid Common Stock is a suitable investment for the undersigned;
Economic Risk and Suitability. Purchaser represents and warrants as follows:
(a) Purchaser realizes that Purchaser's purchase of the Common Shares and Reset Shares, if any, involves a high degree of risk and will be a speculative investment, and that he, she or it is able, without impairing Purchaser's financial condition, to hold the Common Shares and Reset Shares, if any, for an indefinite period of time.
(b) Purchaser recognizes that there is no assurance of future profitable operations and that investment in the Company involves substantial risks, and that the Purchaser has taken full cognizance of and understands all of the risks factors related to the purchase of the Common Shares and Reset Shares, if any.
(c) Purchaser has carefully considered and has, to the extent Purchaser believes such discussion necessary, discussed with Purchaser's professional legal, tax and financial advisors the suitability of an investment in the Company for the particular tax and financial situation of Purchaser and that Purchaser and/or Purchaser's advisors have determined that the Common Shares and the Reset Shares, if any, are a suitable investment for Purchaser.
(d) The financial condition and investment of Purchaser are such that he, she or it is in a financial position to hold the Common Shares and the Reset Shares, if any, for an indefinite period of time and to bear the economic risk of, and withstand a complete loss of, the Purchase Price.
(e) Purchaser alone, or with the assistance of professional advisors, has such knowledge and experience in financial and business matters that the undersigned is capable of evaluating the merits and risks of Purchaser's purchase of the Common Shares and the Reset Shares, if any, or has a pre-existing personal or business relationship with the Company or any of its officers, directors, or controlling persons of a duration and nature that enables the undersigned to be aware of the character, business acumen and general business and financial circumstances of the Company or such other person.
(f) Purchaser has carefully read the Disclosure Documents and the Company has made available to Purchaser or Purchaser's advisors all information and documents requested by Purchaser relating to investment in the Common Shares, and has provided answers to Purchaser's satisfaction to all of Purchaser's questions concerning the Company and the Offering.
(g) Purchaser has relied solely upon the Disclosure Documents, advice of his or her representatives, if any, and independen...
Economic Risk and Suitability. The Purchaser represents and warrants as follows:
(a) The Purchaser realizes that its purchase of the Securities involves a high degree of risk and will be a highly speculative investment, and that it is able, without impairing its financial condition, to hold the Securities for an indefinite period of time.
(b) The Purchaser has carefully considered and has, to the extent it believes such discussion necessary, discussed with its professional legal, tax, and financial advisors the suitability of an investment in the Company for the particular tax and financial situation of the Purchaser and that the Purchaser and/or its advisors have determined that the Securities are a suitable investment for the Purchaser.
(c) The financial condition and investment of the Purchaser are such that it is in a financial position to hold the Securities for an indefinite period of time and to bear the economic risk of, and withstand a complete loss of, the purchase price.
(d) The Purchaser alone, or with the assistance of professional advisors, 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, or has a pre-existing personal or business relationship with the Company or any of its officers, directors, or controlling persons of a duration and nature that enables it to be aware of the character, business acumen, and general business and financial circumstances of the Company or that other person.
Economic Risk and Suitability. Purchaser represents and warrants as follows: (a) Purchaser realizes that Purchaser's purchase of the Units involves a high degree of risk and will be a highly speculative investment, and that he, she or it is able, without impairing Purchaser's financial condition, to hold the Common Shares and Warrants for an indefinite period of time.
Economic Risk and Suitability. The Investor acknowledges that the Doral Securities involve a high degree of risk and are a speculative investment, and that he, she or it is able, without impairing the Investor’s financial condition, to bear the economic risk of an investment in the Doral Securities and has such knowledge and experience in financial and business matters such that it is capable of evaluating the merits and risks of an investment in the Doral Securities;