Investor Questionnaires. Such Buyer shall have completed an investor questionnaire and the Company shall be reasonably satisfied with such Buyer's declaration in the investor questionnaire of its status as an "accredited investor" as that term is defined in Rule 501(a) of Regulation D under the Securities Act.
Investor Questionnaires. Company Stockholders representing not less than 90% of the outstanding capital stock and voting power of the Company (calculated on an as converted to Company Common Stock basis) shall have executed and delivered to Parent an Investor Questionnaire demonstrating that such Company Stockholder is an “accredited investor” (within the meaning of Regulation D under the Securities Act), together with a properly completed and executed Selling Holder Questionnaire.
Investor Questionnaires. As promptly as practicable (but in any event no later than the date on which Target submits the Solicitation Statement to the Stockholders), Target shall distribute an investor questionnaire inquiring as to the “accredited investor” status of each Stockholder as such term is defined under Rule 501 under Regulation D of the Securities Act of 1933. Target shall use commercially reasonable efforts to obtain completed questionnaires from each Stockholder. Following such solicitation, in the event that the parties determine in good faith that an exemption from the registration requirements under the Securities Act is not available, the parties shall in good faith negotiate an alternative structure to the transactions contemplated by this Agreement in order to maintain the relative economic interests of the transaction and the allocation of such interests between Acquiror and the Stockholders.
Investor Questionnaires. At least three (3) business days prior to the Closing, the Company shall provide Parent with an investor questionnaire (“Investor Questionnaire”), in form and substance satisfactory to Parent, duly executed by each Stockholder pursuant to which such Stockholder shall have certified whether or not such Stockholder is an Accredited Investor.
Investor Questionnaires. Each Stockholder has executed and delivered to Clarant an Investor Questionnaire in the form attached hereto as EXHIBIT 5.29(b), and such Investor Questionnaire as delivered by the Stockholder is true, complete and accurate in all material respects.
Investor Questionnaires. The Investor shall have completed, executed and delivered to the Company a completed Investor Questionnaire in the form attached hereto as Exhibit D.
Investor Questionnaires. Within three (3) Business Days following the execution and delivery of this Agreement, for each record holder of Company Stock as of the date hereof, the Company will provide Parent with a duly completed and executed Investor Questionnaire.
Investor Questionnaires. Sirius shall use all efforts reasonably necessary to timely receive the highest possible return of completed investor questionnaires from each Sirius Shareholder in connection with the issuance of the DUSA Shares required to be issued to such Participating Shareholders as Consideration hereunder (collectively, the "Investor Questionnaires"), indicating whether each such Participating Shareholder meets the status of an "accredited investor," as that term is defined pursuant to the Securities Act. Each Principal Shareholder agrees to provide to DUSA a completed Investor Questionnaire.
Investor Questionnaires. Parent shall have received from each holder of shares of Urigen Stock or securities convertible or exchangeable or exercisable for Urigen Stock, an investor suitability questionnaire in form and substance satisfactory to Parent, containing customary investment representations and certifying that such holder qualifies as an “accredited investor” as defined in Regulation D promulgated under the Securities Act, or Parent shall be satisfied that an another exemption from registration shall be applicable to such investor’s receipt of the Merger Consideration as contemplated herein, or applicable qualification or registration shall have been obtained under applicable blue sky law at the expense of Urigen.
Investor Questionnaires. A sufficient number of the Company Stockholders and holders of Company Options shall have executed and delivered to the Company Investor Questionnaires in the form set forth on Exhibit F to enable Parent to determine whether a portion of the Milestone Merger Consideration, if any, can be issued in the form of Parent Common Stock in an exchange that is exempt from registration pursuant to Regulation D under the Securities Act.
