Investment Experience; Accredited Investor. Holder is acquiring this Note for investment for its own account, not as a nominee or agent, and not with a view to, or for resale in connection with, any distribution thereof. Holder understands that the acquisition of this Note involves substantial risk. Holder has experience as an investor in securities of companies and acknowledges that it is able to fend for itself, can bear the economic risk of its investment in this Note, and has such knowledge and experience in financial or business matters that it is capable of evaluating the merits and risks of this investment in this Note and protecting its own interests in connection with this investment.
Investment Experience; Accredited Investor. (a) Buyer is acquiring the Shares (and any True-Up Shares) for investment for its own account, not as a nominee or agent, and not with a view to, or for resale in connection with, any distribution thereof. Buyer understands that the Shares (and any True-Up Shares) have not been registered under the Securities Act by reason of a specific exemption from the registration provisions of the Securities Act which depends upon, among other things, the bona fide nature of the investment intent and the accuracy of the Buyer’s representations and warranties contained herein.
Investment Experience; Accredited Investor. (a) Buyer is acquiring the Shares for investment for its own account, not as a nominee or agent, and not with a view to, or for resale in connection with, any distribution thereof. Buyer understands that the Sale Shares have not been registered under the Securities Act by reason of a specific exemption from the registration provisions of the Securities Act which depends upon, among other things, the bona fide nature of the investment intent and the accuracy of the Buyer’s representations and warranties contained herein.
Investment Experience; Accredited Investor. The Investor is an investor in securities of companies in the development stage and acknowledges that the Investor is able to fend for itself and bear the economic risk of the Investor’s investment, including the complete loss thereof. Investor has a preexisting personal or business relationship with the Company or one or more of its officers, directors or other persons in control of the Company, or Investor has such knowledge and experience in financial or business matters that it is capable of evaluating the merits and risks of the investment in the Notes. If an entity, the Investor has not been organized for the purpose of acquiring Securities. The Investor acknowledges that its investment in the Company is highly speculative and entails a substantial degree of risk and the Investor is in a position to lose the entire amount of such investment. The Investor is an “accredited investor” within the meaning of Rule 501 of Regulation D, promulgated under the Securities Act.
Investment Experience; Accredited Investor. The Investor understands that the Company is recently formed and has only a limited operating history. The Investor can bear the economic risk (including the complete loss) of its investment and has such knowledge and experience in financial or business matters that it is capable of evaluating the merits and risks of the investment in the Shares. The Investor is an "accredited investor" within the meaning of Rule 501 of Regulation D promulgated under the Securities Act.
Investment Experience; Accredited Investor. Such Principal Shareholder acknowledges that he, she, or it is able to fend for himself, herself or itself can bear the economic risk of holding Earn-Out Payment Shares, and has such knowledge and experience in financial or business matters that he, she or it is capable of evaluating the merits and risks of holding Earn-Out Payment Shares, if such Principal Shareholder acquires any. Such Principal Shareholder is an Accredited Investor. Such Principal Shareholder has not relied in connection with an investment in the Earn-Out Payment Shares upon any representations, warranties or agreements other than those set forth in this Agreement. Such Principal Shareholder acknowledges that he, she or it has had an opportunity to discuss the business, affairs and prospects of Parent with Parent’s representatives. Such Principal Shareholder acknowledges that Parent has furnished or made available to him, her or it (i) the Annual Report on Form 10-K of Parent for its fiscal year ended December 31, 2014, (ii) the Quarterly Report on Form 10-Q of Parent for the quarterly period ending September 30, 2015, (iii) the Definitive Proxy Statement on Schedule 14A for the 2015 Annual Meeting of Shareholders of Parent, held on June 11, 2015, as amended and supplemented and (iv) all current reports on Form 8-K of Parent filed with the SEC since September 30, 2015.
Investment Experience; Accredited Investor. Seller acknowledges that it is able to fend for itself, can bear the economic risk of Seller holding the Common Stock, and has such knowledge and experience in financial or business matters that it is capable of evaluating the merits and risks of Seller holding the Common Stock. Seller is an Accredited Investor (as defined in the Securities Act of 1933, as amended (the “Securities Act”) and regulations promulgated thereunder). Seller has not relied in connection with an investment in the Common Stock upon any representations, warranties or agreements other than those set forth in this Agreement. Seller acknowledges that it has had the opportunity to review (i) the Annual Report on Form 10-K of Purchaser for its fiscal year ended September 30, 2022, (ii) the Quarterly Reports on Form 10-Q of Purchaser for the quarterly periods ending December 31, 2022, March 31, 2023 and June 30, 2023, (iii) the Definitive Proxy Statement on Schedule 14A for the 2022 Annual Meeting of Shareholders of Purchaser, held on March 14, 2023 and (iv) all current reports on Form 8-K of Parent filed with the SEC since September 30, 2022.
Investment Experience; Accredited Investor. By reason of such Member’s business or financial experience, the Member has the capacity to protect its own interests in connection with the transactions contemplated hereunder, is able to bear the risk of investment in the Company, and at the present time could afford a complete loss of such investment. The Member is an “accredited investor” as such term is defined in Rule 501 promulgated under the Securities Act.
Investment Experience; Accredited Investor. The Shareholder has knowledge and experience in financial and business matters so that the Shareholder is capable of evaluating the merits and risks of its investment in the Company and of protecting its own interests in connection therewith. The Shareholder acknowledges and represents to the Company that it is an "Accredited Investor," under Rule 501(a)(3) under the Securities Act, by reason of the fact that the Shareholder is a corporation with total assets in excess of $5,000,000.
Investment Experience; Accredited Investor. The Purchaser represents that such Purchaser is experienced in evaluating and investing in private placement transactions of securities of companies in a similar stage of development and acknowledges that the Purchaser is able to fend for itself, can bear the economic risk of the Purchaser's investment, and has such knowledge and experience in financial and business matters that the Purchaser is capable of evaluating the merits and risks of the investment in the Debenture. The Purchaser further represents that such Purchaser is a corporation not formed for the specific purpose of acquiring the Debenture and has total assets in excess of Five Million Dollars ($5,000,000).
