Investment Covenant. The Holder by his or her acceptance hereof covenants that this Warrant is and any common stock issued hereunder will be acquired for investment purposes, and that the Holder will not distribute the same in violation of any state or federal law or regulation.
Investment Covenant. By its acceptance hereof, the Holder represents and warrants that this Warrant is, and any Warrant Shares issued hereunder will be, acquired for its own account for investment purposes, and the Holder covenants that it will not distribute the same in violation of any state or federal law or regulation.
Investment Covenant. I represent and agree that as a condition of this Option, the shares of Common Stock of the Corporation that I acquire under this option will be purchased for investment and not with a view for distribution or resale, unless counsel for the Company is then of the opinion that such a representation is not required under the Securities Act of 1933, as amended, or any other applicable law, regulation or rule of any government agency.
Investment Covenant. The Optionee represents and agrees that as a condition to exercise of this Option, the shares of Common Stock of the Company that the Optionee acquires under this Option will be acquired by the Optionee for investment and not with a view to distribution or resale, unless counsel for the Company is then of the opinion that such a representation is not required under the Securities Act of 1933, as amended, or any other applicable law, regulation or rule of any governmental agency. The Company may place restrictive legends on any certificates evidencing shares issued upon exercise of any options hereunder if deemed necessary by the Company to comply with applicable securities laws.
Investment Covenant. The Optionee represents, covenants and agrees that, unless the Optioned Shares shall have been registered under the Securities Act of 1933, as amended, or other Federal or state statutes in effect at the time of purchase, such Optioned Shares will be acquired by the Optionee for investment for his own account and not with a view to distribution and agrees to execute such other and further instruments as may be required to evidence such investment intent.
Investment Covenant. Each Investor: (i) acknowledges that the interest purchased hereunder is being sold without registration under the Securities Act of 1933, as amended, nor under similar provisions of state law; (ii) represents and warrants to Bandolier and the other investors that it is acquiring such interest without a view to the distribution thereof; and (iii) agrees not to transfer or attempt to transfer such interest without registration under that act and any applicable state securities laws, unless exemptions form such registration requirements are available. The Investors recognize that the oil and gas business is highly speculative and that Bandolier makes no guarantee or representation to any Investor as to the possibility or the probability of gain or against loss from the conduct of the Ten Wxxxx. Bandolier has not made nor does it herewith make any representation as to title to the leases subject to this Agreement. Bandolier shall exercise diligence and prudence in approving title to the leasehold as allowed by this Agreement, but shall assume no liability for errors it may make in connection therewith, excluding those errors caused by Bandolier's lack of diligence or prudence. The Investors understand and agree that their liabilities hereunder may be joint and several; provided, however, that the Investors herewith agree to cross-indemnify and mutually hold harmless each other with respect to any liability or loss an Investor may suffer hereunder in excess of an Investor's proportionate share thereof, it being the intent that liabilities of the venture shall be borne by the Investors based on their respective shares of interest as shown in Columns III of Exhibit "A". The references herein to securities laws shall not be deemed an admission by any party that an interest in Net Profit Interest or in the Agreement constitute a security. This agreement supersedes all prior representations by Bandolier to the Investors. The rights of the Investors in and to the leases subject to the Agreement are specifically subject to the terms of the leases, the Industry Agreement and all attachments thereto.
Investment Covenant. The Optionee further represents that the Optionee is acquiring these options for purposes of investment and not with a view to the distribution. The Optionee represents and agrees that if the Optionee exercises any of these options in whole or in part at a time when there is not in effect under the Securities Act of 1933, as amended (the “Act”), a registration statement relating to the shares issuable upon exercise hereof and there is not available for delivery a prospectus meeting the requirements of Section 10(a)(3) of such Act, (i) the Optionee will acquire the shares upon such exercise for the purpose of investment and not with a view to the distribution thereof, (ii) if requested by the Company, upon each such exercise of these options, the Optionee will furnish to the Company an investment letter in form and substance satisfactory to the Company, (iii) if requested by the Company, prior to selling or offering for sale any such shares, the Optionee will furnish the Company with an opinion of counsel satisfactory to it to the effect that such sale may lawfully be made and will furnish it with such certificates as to factual matters as it may reasonably request, and (iv) certificates representing such shares may be marked with an appropriate legend describing such conditions precedent to sale or transfer. Any person or persons entitled to exercise such option under the provision of Section 5 hereof shall furnish to the Company letters, opinions and certificates to the same effect as would otherwise be required of the Optionee.
Investment Covenant. Effective on the Amendment Effective Date, Section 9.5 of the Credit Agreement is hereby amended to add the following new subsection (t) thereto:
Investment Covenant. At all times during the Commitment Period, ------------------- the Company and its Subsidiaries, taken as a whole, shall maintain an Average Investment Rating of 2.25 or less. In calculating the Average Investment Rating, the Company may exclude (i) up to 5% of the aggregate fair market value, as determined in good faith by the Treasurer or the Chief Financial Officer of the Company, of the investments of the Company and its Subsidiaries, taken as a whole, and (ii) any investments determined in good faith by the Treasurer or the Chief Financial Officer of the Company to constitute "investment agreement portfolio assets".
Investment Covenant. The Holder by its acceptance covenants that this Warrant is, and the stock to be acquired upon exercise of this Warrant will be, acquired for investment purposes, and that the Holder will not distribute the same in violation of any state or federal law or regulations.
