Long-Term Investment. The Investor understands that it must bear the economic risk of its investment for an indefinite period of time; that the Shares have not been registered under the 1933 Act and, therefore, cannot be resold unless they are subsequently registered under the Act or unless an exemption from such registration is available; that the Investor is purchasing the Shares for investment for the account of the Investor and not with a view toward resale or other distribution thereof; that the Investor agrees not to resell or otherwise dispose of all or any part of the Shares purchased by the Investor, except as permitted by law, including, without limitation, any regulations under the Act; that the Company does not have any intention of registering the Shares under the Act (other than as provided in Section 5); and that Rule 144 under the Act will not be available as a basis for exemption from registration of any Shares until at least one year from the Closing.
Long-Term Investment. The General Partner anticipates that the Partnership will continue to operate the Lithotripsy System for an indefinite period of time and that the Partnership will not liquidate prior to its intended termination. Accordingly, Investors should consider their investment in the Partnership as a long-term investment of indefinite duration. Limited Transferability and Illiquidity of Units. Transferability of Units is severely restricted by the Partnership Agreement and the Subscription Agreement, and the consent of the General Partner is necessary for any transfer. No public market for the Units exists and none is expected to develop. Moreover, the Units generally may not be transferred unless the General Partner is furnished with an opinion of counsel, satisfactory to the General Partner, to the effect that such assignment or transfer may be effected without registration under the Securities Act and any state securities laws applicable to the transfer. The Partnership will be under no obligation to register the Units or otherwise take any action that would enable the assignment or transfer of a Unit to be in compliance with applicable federal and state securities laws. Thus, a Limited Partner may not be able to liquidate an investment in the Partnership in the event of an emergency and the Units may not be readily accepted as collateral for loans. Moreover, a sale of a Unit by a Limited Partner may cause adverse tax consequences to the selling Limited Partner, as well as potentially effect a default under any outstanding Limited Partner Loan.. Accordingly, the purchase of Units must be considered a long-term and illiquid investment.
Long-Term Investment. Such Member is acquiring the Units for such Member’s own account, for long-term investment purposes only, and not with a view toward resale, distribution, division or sharing with others within the meaning of applicable securities laws. Such Member does not presently have any reason to anticipate any change in such Member’s financial or other circumstances, or any other event, which may necessitate or require such Member’s sale or distribution of all or any part of the Units. {014305-000001/00945504-2}
Long-Term Investment. The General Partner anticipates that the Partnership will continue to operate the Lithotripsy System for an indefinite period of time and that the Partnership will not liquidate prior to its intended termination. Accordingly, Investors should consider their investment in the Partnership as a long-term investment of indefinite duration. Limited Transferability and Liquidity of Units. Transferability of Units is severely restricted by the Partnership Agreement and the Subscription Agreement, and with the exception of certain limited permitted transfers, the consent of the General Partner is necessary for any other transfers. No public market for the Units exists and none is expected to develop. Moreover, the Units generally may not be transferred unless the General Partner is furnished with an opinion of counsel, satisfactory to the General Partner, to the effect that such assignment or transfer may be effected without registration under the Securities Act and any state securities laws applicable to the transfer. The Partnership will be under no obligation to register the Units or otherwise take any action that would enable the assignment or transfer of a Unit to be in compliance with applicable federal and state securities laws. Thus, a Limited Partner may not be able to liquidate an investment in the Partnership in the event of an emergency and the Units may not be readily accepted as collateral for loans. Moreover, a sale of a Unit by a Limited Partner may cause adverse tax consequences to the selling Limited Partner, as well as potentially effect a default under any outstanding Limited Partner Loan. Accordingly, the purchase of Units must be considered a long-term and illiquid investment.
Long-Term Investment. The undersigned is acquiring the Share for his/her own account with the intent of holding the Share for investment (i.e., without the intent of participation by any other person in any part of the purchase) and without the intent of participating, directly or indirectly, in a distribution of the Share. The undersigned does not now have any reason to anticipate a change in circumstances or any particular occasion or event which would cause him/her to sell the Share.
