Further Representations of Investor Sample Clauses

Further Representations of Investor. The Investor understands that the Fund intends to operate in such a manner that (i) an investment in the Fund will be a permissible investment for Benefit Plan Investors and (ii) the Fund will seek to qualify for an exemption from the “look through” rule of the Regulation. The underlying assets of the Fund will not be treated as “plan assets” of an employee benefit plan within the meaning of the Regulation, and the look through rule therefore will not apply to an investment in the Fund if, in general, either (A) less than 25% of the Fund’s capital is invested by Benefit Plan Investors or (B) the Fund qualifies as a VCOC.
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Further Representations of Investor. The Investor understands that the Fund intends to operate in such a manner that (i) an investment in the Fund will be a permissible investment for Benefit Plan Investors and (ii) the Fund will seek to qualify for an exception from the “look through” rule of the Plan Asset Regulations. Assuming that the Fund qualifies for such an exception, the execution, performance and delivery of this Subscription Agreement, and the acquisition, holding and disposition of the Shares does not, and will not, result in a prohibited transaction under Section 406 of ERISA or Section 4975 of the Code for which there is not an available exception.
Sample 1

Related to Further Representations of Investor

  • Representations of Lender Lender represents and warrants to Bank that: (i) this Lending Agreement is, and each Loan shall be, legally and validly entered into, and does not and shall not violate any statute, regulation, rule, order or judgment binding on Lender, or any provision of Lender's charter or by-laws, or any agreement binding on Lender or affecting its property; (ii) the person executing this Lending Agreement and all Authorized Persons acting on behalf of Lender has and have been duly and properly authorized to do so; (iii) it is lending Securities as principal and shall not transfer, assign or encumber its interest in, or rights with respect to, any Securities available for Loan hereunder; (iv) it is the beneficial owner of all Securities or otherwise has the right to lend Securities; and (v) it is entitled to receive all interest, dividends and other distributions (including, but not limited to, payments made by the depositary in connection with American Depositary Receipts and Global Depositary Receipts) ("Distributions") made by the issuer with respect thereto. Lender shall promptly identify to Bank by notice, which notice may be oral, any Securities that are no longer subject to the representations contained in (b).

  • Representations of the Borrower The Borrower represents and warrants that:

  • REPRESENTATIONS OF ADVISER The Adviser represents, warrants and agrees as follows:

  • Representations of the Purchasers Each of the Purchasers severally represents and warrants to the Company as follows:

  • Representations of the Purchaser The Purchaser represents and warrants to the Company as follows:

  • REPRESENTATIONS OF THE PLACEMENT AGENT The Placement Agent represents and warrants that it (i) is a member in good standing of FINRA, (ii) is registered as a broker/dealer under the Exchange Act, (iii) is licensed as a broker/dealer under the laws of the United States of America, applicable to the offers and sales of the Placement Agent Securities by the Placement Agent, (iv) is and will be a corporate body validly existing under the laws of its place of incorporation, (v) has full power and authority to enter into and perform its obligations under this Agreement. The Placement Agent will immediately notify the Company in writing of any change in its status with respect to subsections (i) through (v) above. The Placement Agent covenants that it will use its reasonable best efforts to conduct the Placement hereunder in compliance with the provisions of this Agreement and the requirements of applicable law.

  • Representations of Company (a) Company represents and warrants that the Variable Accounts have been established and are in good standing under the laws of their state of organization; and the Variable Accounts have been registered as unit investment trusts under the 1940 Act and will remain so registered, or are exempt from registration pursuant to Section 3(c)(11) of the 1940 Act;

  • Representations of the Buyer The Buyer represents and warrants to the Seller as follows:

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