Investment Qualifications. The Creditor has such knowledge and experience in financial and business matters and familiarity with the Company as to be capable of evaluating the merits and risks of converting the Indebtedness into the Shares.
Investment Qualifications. The Lender has such knowledge and experience in financial and business matters and familiarity with the Company as to be capable of evaluating the merits and risks of converting the Indebtedness into the Shares. The Lender is an “accredited investor,” as defined in Regulation D promulgated by the U.S. Securities and Exchange Commission under the Securities Act.
Investment Qualifications. CI2 understands that no public market exists for the Shares, it is uncertain whether a public market will ever exist for the Shares and the Newly Issued Non-Voting Stock contain no voting rights over the Common Stock. CI2 has such knowledge and experience in financial and business matters and familiarity with the Lightning Parties as to be capable of evaluating the merits and risks of converting the Notes and Warrants to the Shares. CI2 has been given the opportunity to ask questions of, and receive answers from, the Lightning Parties concerning the terms and conditions of, and other matters pertaining to, the issuance and delivery of the Shares and the related investment risks, and CI2 has had access to such financial and other information as it considered necessary or appropriate to make a decision to convert the Note to the Shares, and CI2 has availed itself of this opportunity to the full extent desired. CI2 is an “accredited investor,” as defined in Regulation D promulgated by the SEC under the Securities Act.
Investment Qualifications. Purchaser understands that no public market exists for LGI Nonvoting Stock or LGI Common Stock, it is uncertain whether a public market will ever exist for LGI Nonvoting Stock, and LGI Nonvoting Stock carries no voting rights. Purchaser has such knowledge and experience in financial and business matters and familiarity with the Lightning Parties as to be capable of evaluating the merits and risks of purchasing the Securities. Purchaser has been given the opportunity to ask questions of, and receive answers from, the Lightning Parties concerning the terms and conditions of, and other matters pertaining to, the Securities and the related investment risks, and Purchaser has had access to such financial and other information as it considered necessary or appropriate to make a decision to purchase the Securities, and Purchaser has availed itself of this opportunity to the full extent desired. Purchaser is an “accredited investor,” as defined in Regulation D promulgated by the SEC under the Securities Act.
Investment Qualifications. Purchaser understands that no public market exists for LGI Nonvoting Stock or LGI Common Stock, it is uncertain whether a public market will ever exist for LGI Nonvoting Stock, and LGI Nonvoting Stock carries no voting rights. Purchaser has such knowledge and experience in financial and business matters and familiarity with the Lightning Parties as to be capable of evaluating the merits and risks of purchasing the Securities. Purchaser has been given the opportunity to ask questions of, and receive answers from, the Lightning Parties concerning the terms and conditions of, and other matters pertaining to, the Securities and the related investment risks, and Purchaser has had access to such financial and other information as it considered necessary or appropriate to make a decision to purchase the Securities, and Purchaser has availed itself of this opportunity to the full extent desired. Purchaser is an "accredited investor," as defined in Regulation D promulgated by the SEC under the Securities Act. Understanding of Investment Risks. Purchaser acknowledges that an investment in LGI Nonvoting Stock or LGI Common Stock involves highly speculative risks. Purchaser has carefully reviewed such risk factors and considered such factors in relation to its own investment activities and financial position, and has the ability to accept highly speculative risks, which could include the loss of its entire investment. Conditions to Purchaser's Obligations at Closing. The obligations of Purchaser to purchase the Securities at the Closing are subject to the fulfillment, on or before the Closing, of each of the following conditions, unless otherwise waived: Performance. The Lightning Parties shall have performed and complied with all covenants, agreements, obligations and conditions contained in this Agreement that are required to be performed or complied with by the Lightning Parties on or before the Closing.
Investment Qualifications. The Holder understands that a very limited public market exists for the Ampio Common Stock, it is unknown if a public market will continue to exist for Ampio Common Stock, and that the Conversion Stock carries no rights and no preferences which are different from the outstanding Ampio Common Stock. The Holder has such knowledge and experience in financial and business matters and familiarity with DMI and Ampio as to be capable of evaluating the merits and risks of converting the Notes to the Conversion Stock. The Holder has been given the opportunity to ask questions of, and receive answers from, DMI and Ampio concerning the terms and conditions of, and other matters pertaining to, the Merger, the Conversion Stock and the related investment risks, and the Holder has had access to such financial and other information as considered necessary or appropriate to make a decision to convert the Notes to the Conversion Stock, and the Holder has so availed himself of this opportunity to the full extent desired. The Holder is an “accredited investor,” as defined in Regulation D promulgated by the Securities and Exchange Commission under the Securities Act.
Investment Qualifications. Xxxxxxxxxx understands that no public market exists for the LGI Nonvoting Stock, it is uncertain whether a public market will ever exist for the LGI Nonvoting Stock and the LGI Nonvoting Stock carries no voting rights and no preferences over the Common Stock. Xxxxxxxxxx has such knowledge and experience in financial and business matters and familiarity with the Lightning Parties as to be capable of evaluating the merits and risks of converting the Note to LGI Nonvoting Stock. Xxxxxxxxxx has been given the opportunity to ask questions of, and receive answers from, the Lightning Parties concerning the terms and conditions of, and other matters pertaining to, the LGI Nonvoting Stock and the related investment risks, and Xxxxxxxxxx has had access to such financial and other information as it considered necessary or appropriate to make a decision to convert the Note to LGI Nonvoting Stock, and Xxxxxxxxxx has availed itself of this opportunity to the full extent desired. Xxxxxxxxxx is an “accredited investor,” as defined in Regulation D promulgated by the Securities and Exchange Commission under the Securities Act.
Investment Qualifications. Such Seller (i) is acquiring shares of the Buyer Common Stock and the Warrants for such Seller's own account and not with a view to, or for resale in connection with, any distribution thereof; (ii) understands and acknowledges that the Buyer Common Stock and the Warrants issued on the date hereof have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or any state securities laws by reason of certain exemptions from the registration provisions thereof which depend upon, among other things, the bona fide nature of such Seller's investment intent as expressed herein; (iii) is able to bear the economic risk of an investment in the Buyer Common Stock and the Warrants and has such knowledge and experience in financial and business matters that such Seller is capable of evaluating the risks and merits of the Buyer Common Stock and the Warrants; (iv) has personally been provided with all information or been given access to all information with respect to Buyer which such Seller believes might affect such Seller's decision whether to effect the Transaction and has had the opportunity to ask questions of the officers of Buyer about Buyer and an investment in the Buyer Common Stock and the Warrants; and (v) understands and acknowledges that the Buyer Common Stock is, and the shares underlying the Warrants will be, "restricted securities", as that term is defined in Rule 144 under the Securities Act, and that the certificate or certificates representing the Buyer Common Stock issued on the date hereof and upon exercise of the Warrants will bear a legend restricting transfer unless (1) the transfer is exempt from the registration requirements under the Securities Act and any applicable state securities law and an opinion of counsel reasonably satisfactory to Buyer that such transfer is exempt therefrom is delivered to Buyer or (2) the transfer is made pursuant to an effective registration statement under the Securities Act and any applicable state securities law. In determining to proceed with the Transaction, such Seller has relied solely on the results of such Seller's own independent investigation with respect to Buyer, the Buyer Common Stock and the Warrants, upon the representations, warranties, covenants and statements of Buyer set forth herein and in such Seller's own independent investigation of Buyer's business. Such Seller acknowledges that the representations, warranties, covenants and statements to such Seller by Buyer...
Investment Qualifications. Adelphia has such knowledge and experience ------------------------- in financial and business matters to enable it (a) to utilize the information made available to it in connection with its investment in the Shares, (b) to understand and evaluate the merits and risks of its investment in the Shares and (c) to protect its own interest in connection with its investment in the Shares. Adelphia's financial condition is such that it can afford to bear the economic risk of holding the Shares for an indefinite period of time and to suffer a complete loss of its investment hereunder.
Investment Qualifications. Centurian understands that no significant public market exists for the Invisa Common Stock and it is uncertain whether a public market will develop for the Invisa Common Stock. Centurian has such knowledge and experience in financial and business matters and familiarity with Invisa as to be capable of evaluating the merits and risks of converting the Terminated Notes to Invisa Common Stock. Centurian has been given the opportunity to ask questions of, and receive answers from, Invisa concerning the terms and conditions of, and other matters pertaining to, the Invisa Common Stock and the related investment risks, and Centurian has had access to such financial and other information as it considered necessary or appropriate to make a decision to convert the Terminated Notes to Invisa Common Stock, and Centurian has availed itself of this opportunity to the full extent desired.
