for Investment Sample Clauses

for Investment. (a)Each Limited Partner hereby represents and warrants to the General Partner and to the Partnership that the acquisition of his Partnership Interest is made as a principal for his account for investment purposes only and not with a view to the resale or distribution of such Partnership Interest.
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for Investment funds structured as corporate entities or partnerships investing in their own name, please refer to Section 3 N.B. 2 For corporate entities listed on a recognized Stock Exchange, please refer to Section 5. 2.1 Corporate / Constitutive Documents The information provided must include the full name, registration number, date of incorporation/regis- tration and the registered address or principal place of business a) Certified copy of Certificate of Incorporation / Registration and any Certificate of Name Change if applicable; b) Certified copy of the Partnership Agreement, Memorandum and Articles of Association or other agreement constituting the unincorporated business; c) Original or Certified True Copy of a Certificate of Good Standing / Extract from the Registry of Companies (or other official document) if the entity has been in existence for over one year to evidence continued existence (this document must be issued by the relevant authority within the last 6 months from point of submission to the Administrator); and d) Register of Members or Certificate of Incumbency with details of the members / partners N.B. If the Certificate of Incumbency confirms the good legal standing of the entity, then a Certificate of Incumbency can be accepted in satisfaction of the requirements under 2.1 (c) and 2.1 (d). This document must be issued by the relevant authority within the last 6 months from point of submission to the Ad- ministrator. 2.2 Ownership and Control Structure Chart, signed by a Director or the Company Secretary The chart should show the entire structure (up to and including the ultimate beneficial owners), along with a percentage of share capital that they hold and/or control. For any intermediary corporate entities, documents under 2.1 (c) and 2.1 (d) are to be provided. Cont. CORPORATE ENTITY, PARTNERSHIP / UNINCORPORATED BUSINESS
Sample 1
for Investment. Provided that the Investment Threshold is met, upon actual receipt of cash payment from Investors, Finder shall be issued a warrant (a “Finder Warrant”) granting Finder the right to purchase Shares at a price of US $0.025 per Share in an amount equal to 8% percent of the number of Units actually issued to the introduced Investors in such transaction. The Finder Warrant shall be exercisable for a period of twelve (12) months from the date of issuance of the Units. By way of example, in the event the introduced Investors are issued 200,000 Units, Finder would receive a Finder Warrant for 16,000 Shares, exercisable at $0.025 for one Share. The terms and conditions of the Finder Warrant shall be identical to the Unit Warrant. If at any time, the Company proposes to file a registration statement under the Securities Act of 1933, as amended ("Securities Act") on Form S-1 or S-3 (or any other appropriate form for the general registration of securities) with respect to any resale of shares of Common Stock by shareholders of the Company, other than a registration statement relating either to the sale of securities to employees of the Company pursuant to a stock option, stock purchase or similar plan or a Securities and Exchange Commission ("SEC") Rule 145 transaction, a registration on any form which does not include substantially the same information as would be required to be included in a registration statement covering the sale of the shares of Common Stock, the Company shall give the Finder a written notice at least 20 days before the filing with the Securities and Exchange Commission of such registration statement. If the Finder desires to have any of the shares underlying the Finder Warrant ("Finder's Shares") included in such registration statement, the Finder shall so advise the Company in writing within 10 days after the date of mailing of such notice from the Company. The Company shall thereupon include in such filing the number of Finder's Shares for which registration is so requested, subject to their right to reduce the number of such shares as hereinafter provided, and shall use its commercial reasonable efforts to effect registration under the Securities Act of such shares; provided, however, that the Company shall have the right to terminate or withdraw any registration initiated by it under this Section prior to the effectiveness of such registration whether or not the Finder has elected to include securities in such registration. In the event the...
Sample 1
for Investment. Such Investor acknowledges that the Purchased Securities, and the Warrant Shares, have not been registered under the Securities Act or under any state or other applicable securities laws. Such Investor (a) acknowledges that it is acquiring the Purchased Securities and the Warrant Shares pursuant to an exemption from registration under the Securities Act and other applicable securities Laws solely for investment with no intention to distribute any of the foregoing to any Person, (b) will not sell, transfer, or otherwise dispose of any of the Purchased Securities and the Warrant Shares, except in compliance with this Agreement and the registration requirements or exemption provisions of the Securities Act and any other applicable securities Laws, (c) has such knowledge and experience in financial and business matters and in investments of this type that it is capable of evaluating the merits and risks of its investment in the Purchased Securities and the Warrant Shares and of making an informed investment decision and has done so, (d) is an “accredited investor” (as that term is defined by Rule 501 of the Securities Act) and (e) (1) has reviewed the information that it considers necessary or appropriate to make an informed investment decision with respect to the Purchased Securities and the Warrant Shares, (2) has had an opportunity to discuss with the Company and its Representatives the intended business and financial affairs of the Company and to obtain information necessary to verify the information furnished to it or to which it had access and (3) can bear the economic risk of (i) an investment in the Purchased Securities and the Warrant Shares indefinitely and (ii) a total loss in respect of such investment.
Sample 1

Related to for Investment

  • Acquisition for Investment The Purchaser is a “non-US person” as defined in Regulation S, acquiring the Shares solely for the its own account for the purpose of investment and not with a view to or for sale in connection with a distribution to anyone. 投资目的。购买人是符合规则S下定义的“非美国主体”，购买此合同下的股票仅出于其个人的投资目的，不是为了向其他人分销。

  • Purchase for Investment (a) Each Limited Partner hereby represents and warrants to the General Partner and to the Partnership that the acquisition of his Partnership Interest is made as a principal for his account for investment purposes only and not with a view to the resale or distribution of such Partnership Interest.

  • Acquisition of Shares for Investment Sellers are acquiring the shares comprising the Stock Consideration for investment and not with a view toward sale in connection with any distribution thereof in violation of the Securities Act. Parent hereby acknowledges and agrees that the shares comprising the Stock Consideration 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 such Act, and without compliance with state and foreign securities Laws, in each case, to the extent applicable.

  • Purchase for Own Account for Investment Purchaser is purchasing the Shares for Purchaser’s own account for investment purposes only and not with a view to, or for sale in connection with, a distribution of the Shares within the meaning of the Securities Act. Purchaser has no present intention of selling or otherwise disposing of all or any portion of the Shares and no one other than Purchaser has any beneficial ownership of any of the Shares.

  • The Investment 1.1 The Feeder Fund will invest all of its investable assets in the Master Portfolio and, in exchange therefor, the Master Portfolio agrees to issue to the Feeder Fund a beneficial interest in the Master Portfolio equal in value to the net value of the assets of the Feeder Fund conveyed to the Master Portfolio (the "Account"). The Feeder Fund may add to or reduce its investment in the Master Portfolio in the manner described in the Master Portfolio's registration statement on Form N-1A, as it may be amended from time to time (the "Master Portfolio's N-1A"). The Feeder Fund's aggregate interest in the Master Portfolio would then be recomputed in accordance with the method described in the Master Portfolio's N-1A.

  • Prior Investment Experience The Holder acknowledges that it has prior investment experience, including investment in securities of the type being exchange, including the Securities or the Exchange Securities, and has read all of the documents furnished or made available by the Company to it and is able to evaluate the merits and risks of such an investment on its behalf, and that it recognizes the highly speculative nature of this investment.

  • No Liability for Investments None of the Depositor, the Servicer, the Indenture Trustee or the Qualified Institution maintaining any Bank Account will be liable for the selection of Permitted Investments or for investment losses incurred on Permitted Investments (other than in the capacity as obligor, if applicable).

  • Investment Purposes The Subscriber is purchasing the Shares solely for investment purposes, for the Subscriber’s own account and not for the account or benefit of any other person, and not with a view towards the distribution or dissemination thereof. The Subscriber did not decide to enter into this Agreement as a result of any general solicitation or general advertising within the meaning of Rule 502 under the Securities Act.

  • Investment Article 126.

  • Investment Purpose As of the date hereof, the Buyer is purchasing the Note and the shares of Common Stock issuable upon conversion of or otherwise pursuant to the Note (including, without limitation, such additional shares of Common Stock, if any, as are issuable (i) on account of interest on the Note, (ii) as a result of the events described in Sections 1.3 and 1.4(g) of the Note or (iii) in payment of the Standard Liquidated Damages Amount (as defined in Section 2(f) below) pursuant to this Agreement, such shares of Common Stock being collectively referred to herein as the “Conversion Shares” and, collectively with the Note, the “Securities”) for its own account and not with a present view towards the public sale or distribution thereof, except pursuant to sales registered or exempted from registration under the 1933 Act; provided, however, that by making the representations herein, the Buyer does not agree to hold any of the Securities for any minimum or other specific term and reserves the right to dispose of the Securities at any time in accordance with or pursuant to a registration statement or an exemption under the 1933 Act.

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