Investor Qualifications. The Buyer (i) if a natural person, represents that he or she is the greater of (A) 21 years of age or (B) the age of legal majority in his or her jurisdiction of residence, and has full power and authority to execute and deliver this Agreement and all other related agreements or certificates and to carry out the provisions hereof and thereof; (ii) if a corporation, partnership, or limited liability company or partnership, or association, joint stock company, trust, unincorporated organization or other entity, represents that such entity was not formed for the specific purpose of acquiring the Securities, such entity is duly organized, validly existing and in good standing under the laws of the state of its organization, the consummation of the transactions contemplated hereby is authorized by, and will not result in a violation of state law or its charter or other organizational documents, such entity has full power and authority to execute and deliver this Agreement and all other related agreements or certificates and to carry out the provisions hereof and thereof and to purchase and hold the Securities, the execution and delivery of this Agreement has been duly authorized by all necessary action, this Agreement has been duly executed and delivered on behalf of such entity and is a legal, valid and binding obligation of such entity; or (iii) if executing this Agreement in a representative or fiduciary capacity, represents that it has full power and authority to execute and deliver this Agreement in such capacity and on behalf of the subscribing individual, xxxx, partnership, trust, estate, corporation, or limited liability company or partnership, or other entity for whom the Buyer is executing this Agreement, and such individual, partnership, xxxx, trust, estate, corporation, or limited liability company or partnership, or other entity has full right and power to perform pursuant to this Agreement and make an investment in the Company, and represents that this Agreement constitutes a legal, valid and binding obligation of such entity. The execution and delivery of this Agreement will not violate or be in conflict with any order, judgment, injunction, agreement or controlling document to which the Buyer is a party or by which it is bound.
Investor Qualifications. (a) The Holder has made an independent investigation of, and is familiar with, the business of the Company, has had an opportunity to discuss the Company’s business, management, properties and financial condition with management and has had the opportunity to obtain (and has obtained to its satisfaction) such information about the Company’s business, management, properties and financial condition as it has requested. The Holder further represents that it has requested, received, reviewed and considered all information it deems relevant in making its decision to purchase this Warrant and the Warrant Shares issuable upon exercise of this Warrant.
(b) The Holder has consulted with its own advisers as to the financial, tax, legal and related matters concerning an investment in this Warrant and the Warrant Shares and on that basis believes that an investment in this Warrant and the Warrant Shares is suitable and appropriate for the Holder. The Holder and its advisers have such knowledge and experience in financial, tax and business matters so as to enable the Holder to utilize the information made available to the Holder in connection with the investment contemplated hereby to evaluate the merits and risks of an investment in the Company and to make an informed investment decision with respect thereto. The Holder is familiar with the type of investment that this Warrant constitutes and recognizes that an investment in the Company involves substantial risks, including significant risk of loss, including the loss of the entire amount of such investment.
(c) The Holder hereby acknowledges that this Warrant is not, and the Warrant Shares issuable upon exercise of thereof will not be, registered under the Securities Act of 1933 (the “Securities Act”) or registered or qualified for sale pursuant to the applicable securities or Blue Sky laws of any state or foreign jurisdiction by reason of a specific exemption from the registration requirements thereof, the availability of which depends upon, among other things, the bona fide nature of the investment intent and the accuracy of the Holder’s representations, warranties and covenants set forth herein. The Holder is acquiring this Warrant, and the Warrant Shares issuable upon exercise thereof, for its own account as principal, for investment purposes and has no present intention to dispose of this Warrant or the Warrant Shares issuable upon exercise thereof, in whole or in part, or of any interest in this Warrant or the ...
Investor Qualifications. Such Purchaser (a) is an “accredited investor” (as defined in Regulation D promulgated by the Commission and as defined in NI 45-106), (b) is able to bear the economic risk of its investment in the Notes, (c) acknowledges that neither the Notes nor the Warrants have been or will be registered under the U.S. Securities Act and therefor are or will be subject to certain restrictions on transfer unless registered for resale or subject to an exempt transaction under the U.S. Securities Act and any applicable state securities law and the Company is not under any obligation to file a registration statements with the Commission with respect to the Notes, the Warrants or any of the underlying Shares, and (d) has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of its investment in the Company and the Notes. Such Purchaser is not an entity formed solely to make this investment. Each Purchaser is an U.S. Accredited Investor and is acquiring the Notes and Warrants for its own account, and for investment and not with a view to any resale, distribution or other disposition of the Notes, Warrants, or Shares in violation of United States federal or state securities Laws, and each Purchaser has so indicated by checking the appropriate category on the U.S. Accredited Investor certificate delivered to the Borrowers which so describes it and acknowledges that by signing this Agreement it is certifying that the statements made by checking the appropriate U.S. Accredited Investor category are true.
Investor Qualifications. Buyer can bear the economic risk of its investment in the Shares and has such knowledge and experience in business and financial matters so as to enable it to understand and evaluate the risks of and form an investment decision with respect to its investment in the Shares.
Investor Qualifications. I represent and warrant as follows (Answer Part a, b or c, as applicable. Please check all applicable items):
Investor Qualifications. Purchaser is an "accredited investor" as defined by SEC Rule 501(a). Purchaser is experienced at evaluating and investing in companies of the same type as Company, and has had the opportunity (a) to discuss the Company's business, management and financial affairs with executives of the Company, (b) to study publicly available information about the Company and its industry as well as to review and study the books and records of the Company and the Bank and (c) to seek the advice and reports of stock analysts, brokers, investment advisers, industry consultants, attorneys, accountants, and other experts about the value of the Subject Shares and the risks and benefits of an investment therein.
Investor Qualifications. The undersigned is an Accredited Investor as defined in Rule 501 promulgated under the Securities Act or has such knowledge and experience in financial and business matters that he or it is capable of evaluating the merits and risks of investing in the Common Stock.
Investor Qualifications. I am an Accredited Investor as defined in Rule 501 promulgated under the Securities Act of 1933 or have such knowledge and experience in financial and business matters that I am capable of evaluating the merits and risks of investing in the Shares.
Investor Qualifications. In the process of submitting my pledge to subscribe for REG-CF SAFE through the Intermediary, I completed an investor profile pursuant to which I provided certain information regarding myself and my desire to invest in the REG-CF SAFE. I hereby represent and warrant to the Company and the Intermediary that any and all such information provided to the Intermediary, including, but not limited to, information regarding my status as an accredited or non-accredited investor, my financial situation, income, net worth and/or assets, my prior investment history and my experience in investing in private placements of securities of this nature, including through offerings of securities in crowdfunding offerings under Rule 4(a)(6) of the Securities Act, is true, complete and accurate in all respects as of the effective date of this Subscription Agreement. I understand and acknowledge that the Company and the Intermediary are relying on the accuracy of the information provided to the Company and the Intermediary in connection with the sale of this REG-CF SAFE to me, and the REG-CF SAFE would not be sold to me if any part of such information were untrue. I hereby agree that the Company and the Intermediary may rely on the accuracy of such information in connection with any matter relating to the offer or sale of the REG-CF SAFE to me.
Investor Qualifications. The Subscriber has substantial experience in evaluating and investing in private placement transactions of securities in companies similar to the Company, so that the Subscriber is capable of evaluating the risks and merits of the investment in Securities of the Company, and the Subscriber has the capacity, both by experience and by financial capacity, to protect the personal interests of the Subscriber in the negotiations concerning the terms and conditions of the Securities.
