Common use of Matters Relating to Acquisition of the Acquired Interests Clause in Contracts

Matters Relating to Acquisition of the Acquired Interests. (a) The Acquirer Parties have such knowledge and experience in financial and business matters so as to be capable of evaluating the merits and risks of their investment in the Acquired Interests and are capable of bearing the economic risk of such investment. The Acquirer Parties are “accredited investors” as that term is defined in Rule 501 of Regulation D (without regard to Rule 501(a)(4)) promulgated under the Securities Act. The Acquirer Parties are acquiring the Acquired Interests for investment for their own account and not with a view toward or for sale in connection with any distribution thereof, or with any present intention of distributing or selling the Acquired Interests. The Acquirer Parties do not have any Contract or arrangement with any Person to sell, transfer or grant participations to such Person or to any third Person, with respect to the Acquired Interests. The Acquirer Parties acknowledge and understand that (i) the acquisition of the Acquired Interests has not been registered under the Securities Act in reliance on an exemption therefrom and (ii) that the Acquired Interests will, upon its sale by Acquirer, be characterized as “restricted securities” under state and federal securities laws. The Acquirer Parties agree that the Acquired Interests may not be sold, transferred, offered for sale, pledged, hypothecated or otherwise disposed of except pursuant to an effective registration statement under the Securities Act or pursuant to an available exemption from the registration requirements of the Securities Act, and in compliance with other applicable state and federal securities laws.

Appears in 3 contracts

Samples: Contribution Agreement, Contribution Agreement (Crosstex Energy Lp), Contribution Agreement (Devon Energy Corp/De)

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Matters Relating to Acquisition of the Acquired Interests. (a) The Acquirer Parties have Regency has such knowledge and experience in financial and business matters so as to be capable of evaluating the merits and risks of their its investment in the Acquired Interests and are is capable of bearing the economic risk of such investment. The Acquirer Parties are Regency is an “accredited investorsinvestor” as that term is defined in Rule 501 of Regulation D (without regard to Rule 501(a)(4)) promulgated under the Securities Act. The Acquirer Regency Parties are acquiring the Acquired Interests for investment for their own account and not with a view toward or for sale in connection with any distribution thereof, or with any present intention of distributing or selling the Acquired Interests. The Acquirer Neither of the Regency Parties do not have has any Contract or arrangement with any Person to sell, transfer or grant participations to such Person or to any third Person, with respect to the Acquired Interests. The Acquirer Regency Parties acknowledge and understand that (i) the acquisition of the Acquired Interests has not been registered under the Securities Act in reliance on an exemption therefrom and (ii) that the Acquired Interests will, upon its sale by Acquirersuch acquisition, be characterized as “restricted securities” under state and federal securities laws. The Acquirer Regency Parties agree that the Acquired Interests may not be sold, transferred, offered for sale, pledged, hypothecated or otherwise disposed of except (A) in accordance with the requirements of the ETC III LLC Agreement, ETC II LLC Agreement and Company LLC Agreement, (B) pursuant to an effective registration statement under the Securities Act or pursuant to an available exemption from the registration requirements of the Securities Act, and in compliance with other applicable state and federal securities lawslaws or (C) to the extent pledged or hypothecated pursuant to the terms of the Regency Credit Facility.

Appears in 3 contracts

Samples: Contribution Agreement (Energy Transfer Partners, L.P.), Contribution Agreement (Energy Transfer Equity, L.P.), Contribution Agreement (Regency Energy Partners LP)

Matters Relating to Acquisition of the Acquired Interests. (a) The Acquirer Parties have has such knowledge and experience in financial and business matters so as to be capable of evaluating the merits and risks of their its investment in the Acquired Interests and are is capable of bearing the economic risk of such investment. The Acquirer Parties are is an “accredited investorsinvestor” as that term is defined in Rule 501 of Regulation D (without regard to Rule 501(a)(4)) promulgated under the Securities Act. The Acquirer Parties are is acquiring the Acquired Interests for investment for their its own account and not with a view toward or for sale in connection with any distribution thereof, or with any present intention of distributing or selling the Acquired InterestsInterests in violation of applicable state and federal securities Laws. The Except for Acquirer’s Organizational Documents, Acquirer Parties do does not have any Contract or arrangement with any Person to sell, transfer or grant participations to such Person or to any third Person, with respect to the Acquired Interests. The Acquirer Parties acknowledge acknowledges and understand understands that (i) the acquisition of the Acquired Interests has not been registered under the Securities Act in reliance on an exemption therefrom and (ii) that the Acquired Interests will, upon its their sale by AcquirerContributor, be characterized as “restricted securities” under state and federal securities lawsLaws. The Acquirer Parties agree agrees that the Acquired Interests may not be sold, transferred, offered for sale, pledged, hypothecated or otherwise disposed of except pursuant to an effective registration statement under the Securities Act or pursuant to an available exemption from the registration requirements of the Securities Act, and in compliance with other applicable state and federal securities lawsLaws.

Appears in 2 contracts

Samples: Contribution and Redemption Agreement (Energy Transfer Partners, L.P.), Contribution and Redemption Agreement (Amerigas Partners Lp)

Matters Relating to Acquisition of the Acquired Interests. (af) The Acquirer Parties have Such Buyer has such knowledge and experience in financial and business matters so as to be capable of evaluating the merits and risks of their its investment in the Acquired Interests and are is capable of bearing the economic risk of such investment. The Acquirer Parties are Such Buyer is an “accredited investorsinvestor” as that term is defined in Rule 501 of Regulation D (without regard to Rule 501(a)(4)) promulgated under the Securities Act. The Acquirer Parties are Such Buyer is acquiring the Acquired Interests for investment for their its own account and not with a view toward or for sale in connection with any distribution thereof, or with any present intention of distributing or selling the Acquired Interests. The Acquirer Parties do Such Buyer does not have any Contract or arrangement with any Person to sell, transfer or grant participations to such Person or to any third Person, with respect to the Acquired Interests. The Acquirer Parties acknowledge Such Buyer acknowledges and understand understands that (i) the acquisition of the Acquired Interests has not been registered under the Securities Act in reliance on an exemption therefrom and (ii) that the Acquired Interests will, upon its sale by Acquirersuch Buyer, be characterized as “restricted securities” under United States state and federal securities laws. The Acquirer Parties agree that Such Buyer agrees that, to the extent applicable, the Acquired Interests may not be sold, transferred, offered for sale, pledged, hypothecated or otherwise disposed of except pursuant to an effective registration statement under the Securities Act or pursuant to an available exemption from the registration requirements of the Securities Act, and in compliance with other applicable United States state and federal securities laws.

Appears in 1 contract

Samples: Purchase Agreement (Ezcorp Inc)

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Matters Relating to Acquisition of the Acquired Interests. (a) The Acquirer Parties have Buyer has such knowledge and experience in financial and business matters so as to be capable of evaluating the merits and risks of their its investment in the Acquired Interests and are is capable of bearing the economic risk of such investment. The Acquirer Parties are Buyer is an “accredited investorsinvestor” as that term is defined in Rule 501 of Regulation D (without regard to Rule 501(a)(4)) promulgated under the Securities Act. The Acquirer Parties are Buyer is acquiring the Acquired Interests for investment for their its own account and not with a view toward or for sale in connection with any distribution thereof, or with any present intention of distributing or selling the Acquired Interests. The Acquirer Parties do Buyer does not have any Contract or arrangement with any Person to sell, transfer or grant participations to such Person or to any third Person, with respect to the Acquired InterestsInterests in violation of the Securities Act. The Acquirer Parties acknowledge Buyer acknowledges and understand understands that (i) the acquisition of the Acquired Interests has not been registered under the Securities Act in reliance on an exemption therefrom and (ii) that the Acquired Interests will, upon its sale by Acquirerthe consummation of the transactions contemplated herein, be characterized as “restricted securities” under state and federal securities laws. The Acquirer Parties agree Xxxxx agrees that the Acquired Interests may not be sold, transferred, offered for sale, pledged, hypothecated or otherwise disposed of except pursuant to an effective registration statement under the Securities Act or pursuant to an available exemption from the registration requirements of the Securities Act, and in compliance with other applicable state and federal securities laws.or

Appears in 1 contract

Samples: Purchase and Sale Agreement (Summit Midstream Partners, LP)

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