Purchase for Investment; Residence Sample Clauses

Purchase for Investment; Residence. The Stockholder is acquiring the Preferred Stock for investment for its account and not with a view to the distribution or public offering thereof within the meaning of the Securities Act. The Stockholder understands that the Preferred Stock has not been registered under the Securities Act and may not be sold or transferred without such registration or an exemption therefrom. The Stockholder is sufficiently experienced in financial and business matters to be capable of evaluating the risk of investment in the Company and to make an informed decision relating thereto or has engaged and used an experienced investment advisor to assist the Stockholder to evaluate the risk of investment in the Company. The Stockholder has the financial capability for making the investment, can afford a complete loss of the investment, and the investment is a suitable one for the Stockholder. Prior to the execution and delivery of this Agreement, the Stockholder has had the opportunity to ask questions of and receive answers from representatives of the Company and the Company concerning the finances, operations, business and prospects of the Company.
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Purchase for Investment; Residence. The Seller is acquiring ---------------------------------- the Shares for investment for its own account and not with a view to the distribution or public offering thereof within the meaning of the Securities Act of 1933, as amended (the "Securities Act"). The Seller understands that the Shares have not been registered under the Securities Act and may not be sold or transferred without such registration or an exemption therefrom. The Seller is sufficiently experienced in financial and business matters to be capable of evaluating the risk of investment in the Shares and to make an informed decision relating thereto. The Seller has the financial capability for making the investment, can afford a complete loss of the investment, and the investment is a suitable one for the Seller. The Seller is an Accredited Investor as defined in Regulation D under the Securities Act. Prior to the execution and delivery of this Agreement, the Seller has had the opportunity to ask questions of and receive answers from representatives of the Buyer. Without limiting the generality of the foregoing, the Seller acknowledges having received and reviewed a copy of the Buyer's Annual Report on Form 10-K for the period ended December 31, 1997, and quarterly report on form 10-Q for the period ended March 31, 1998. Xxxxxxxx is a resident of Michigan and Xxxxx is a resident of Michigan.
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Purchase for Investment; Residence. Each holder is acquiring the Shares for investment for his, her or its own account and not with a view to the distribution or public offering thereof within the meaning of the Securities Act. Each holder understands that the Shares have not been registered under the Securities Act and may not be sold or transferred without such registration or an exemption therefrom. Each holder is sufficiently experienced in financial and business matters to be capable of evaluating the risk of investment in the Company and to make an informed decision relating thereto or has engaged and used an experienced investment advisor to assist each such holder to evaluate the risk of investment in the Company. Each holder has the financial capability for making the investment, can afford a complete loss of the investment, and the investment is a suitable one for such holder. Prior to the execution and delivery of this Agreement, such holder has had the opportunity to ask questions of and receive answers from representatives of the Company and the Company concerning the finances, operations, business and prospects of the Company.
Sample 1
Purchase for Investment; Residence. Such Seller is acquiring ---------------------------------- the shares of SRC Common Stock and the Note issuable hereunder for investment for his, her or its own account and not with a view to the distribution or public offering thereof within the meaning of the Securities Act of 1933, as amended (the "Securities Act"). Such Seller understands that the shares of SRC Common Stock and the Note issuable hereunder have not been registered under the Securities Act and may not be sold or transferred without such registration or an exemption therefrom. Such Seller is sufficiently experienced in financial and business matters to be capable of evaluating the risk of investment in SRC Common Stock and the Note issuable hereunder and to make an informed decision relating thereto. Such Seller has the financial capability for making the investment, can afford a complete loss of the investment, and the investment is a suitable one for such Seller. Such Seller is an Accredited Investor as defined in Regulation D under the Securities Act. Prior to the execution and delivery of this Agreement such Seller has had the opportunity to ask questions of and receive answers from representatives of SRC concerning the finances, operations, business and prospects of SRC. Such Seller is a resident of the State of Michigan.
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Purchase for Investment; Residence. Holdings is acquiring the Shares for investment for its own account and not with a view to the distribution or public offering thereof within the meaning of the Securities Act. Holdings understands that the Shares have not been registered under the Securities Act and may not be sold or transferred without such registration or an exemption therefrom (which Shares shall be legended to such effect). Holdings is sufficiently experienced in financial and business matters to be capable of evaluating the risk of investment in the Shares and to make an informed decision relating thereto. Holdings has the financial capability for making the investment in the Shares, can afford a complete loss of such investment, and such investment is a suitable one for Holdings. Holdings is an “Accredited Investor” as defined in Regulation D under the Securities Act. Prior to the execution and delivery of this Agreement, Holdings has had the opportunity to ask questions of and receive answers from representatives of the Purchaser.
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Purchase for Investment; Residence. Such Seller is acquiring the shares of Purchaser Common Stock pursuant to Section 2.4 for investment for his, her or its own account and not with a view to the distribution or public offering thereof within the meaning of the Securities Act. Each Seller understands that the shares of Purchaser Common Stock have not been registered under the Securities Act and may not be sold or transferred without such registration or an exemption therefrom. Each Seller (a) is sufficiently knowledgeable and experienced in financial and business matters to be capable of evaluating the risk of investment in Purchaser Common Stock and to make an informed decision relating thereto; (b) has the financial capability for making the investment, can afford a complete loss of the investment, and has determined that the investment is a suitable one for such Seller; and (c) except as set forth in Schedule 3.3 of the Disclosure Schedules, is an Accredited Investor as defined in Regulation D under the Securities Act. Prior to the execution and delivery of this Agreement, such Seller has had the opportunity to ask questions of and receive answers from representatives of the Purchaser concerning the finances, operations, business and prospects of the Purchaser. Without limiting the generality of the foregoing, each Seller acknowledges (a) having received and reviewed a copy of the Purchaser’s Annual Report on Form 10-K for the period ended December 31, 2006, quarterly report on Form 10-Q for the period ended June 30, 2007 and all Form 8-Ks filed or furnished by or on behalf of the Purchaser since January 1, 2007 and (b) that an investment in the shares of Purchaser Common Stock involves substantial risks, including the Risk Factors set forth in the Purchaser’s Annual Report on Form 10-K for the period ended December 31, 2006. Each Seller hereby confirms that such Seller has not purchased, acquired, sold, disposed or traded, or conducted any other transaction in, any securities of the Purchaser based upon material non-public information with respect to the Purchaser (including information regarding the transaction contemplated by this Agreement). Such Seller is a resident of the state set forth opposite such Seller’s name on Schedule 3.1 attached hereto.
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Related to Purchase for Investment; Residence

  • Purchase for Investment Each Purchaser severally represents that it is purchasing the Notes for its own account or for one or more separate accounts maintained by such Purchaser or for the account of one or more pension or trust funds and not with a view to the distribution thereof, provided that the disposition of such Purchaser’s or their property shall at all times be within such Purchaser’s or their control. Each Purchaser understands that the Notes have not been registered under the Securities Act and may be resold only if registered pursuant to the provisions of the Securities Act or if an exemption from registration is available, except under circumstances where neither such registration nor such an exemption is required by law, and that the Company is not required to register the Notes.

  • Acquisition for Investment The Purchaser is a “non-US person” as defined in Regulation S, acquiring the Shares solely for the its own account for the purpose of investment and not with a view to or for sale in connection with a distribution to anyone. 投资目的。购买人是符合规则S下定义的“非美国主体”，购买此合同下的股票仅出于其个人的投资目的，不是为了向其他人分销。

  • Investment for Own Account The Securities are being issued to Laurus for its own account for investment only, and not as a nominee or agent and not with a view towards or for resale in connection with their distribution.

  • Purchase for Own Account This Warrant and the securities to be acquired upon exercise of this Warrant by Holder are being acquired for investment for Holder’s account, not as a nominee or agent, and not with a view to the public resale or distribution within the meaning of the Act. Holder also represents that it has not been formed for the specific purpose of acquiring this Warrant or the Shares.

  • Sale of Shares by the Fund Unless you are otherwise notified by the Fund, any right granted to you to accept orders for Shares or to make sales on behalf of the Fund or to purchase Shares for resale will not apply to (i) Shares issued in connection with the merger or consolidation of any other investment company with the Fund or its acquisition, by purchase or otherwise, of all or substantially all of the assets of any investment company or substantially all the outstanding shares of any such company, and (ii) to Shares that may be offered by the Fund to shareholders of the Fund by virtue of their being such shareholders.

  • Acquisition for Own Account Purchaser is acquiring the Shares and the Conversion Shares for Purchaser's own account for investment only, and not with a view towards their distribution.

  • Offering of Stock by the Underwriters Upon authorization by the Representatives of the release of the Firm Stock, the several Underwriters propose to offer the Firm Stock for sale upon the terms and conditions to be set forth in the Prospectus.

  • Purchase of Shares from the Fund (a) The Underwriter shall have the right to buy from the Fund the shares needed to fill unconditional orders for shares of the Fund placed with the Underwriter by investors or securities dealers, depository institutions or other financial intermediaries acting as agent for their customers. The price which the Underwriter shall pay for the shares so purchased from the Fund shall be the net asset value, determined as set forth in Section 3(d) hereof, used in determining the public offering price on which such orders are based. (b) The shares are to be resold by the Underwriter to investors at a public offering price, as set forth in Section 3(c) hereof, or to securities dealers, depository institutions or other financial intermediaries acting as agent for their customers having agreements with the Underwriter upon the terms and conditions set forth in Section 8 hereof. (c) The public offering price of the shares, i.e., the price per share at which the Underwriter or selected dealers or selected agents (each as defined in Section 8(a) below) may sell shares to the public, shall be the public offering price determined in accordance with the then current Prospectus and Statement of Additional Information of the Fund (the "Prospectus" and "Statement of Additional Information," respectively) under the Securities Act of 1933, as amended (the "Securities Act"), relating to such shares, but not to exceed the net asset value at which the Underwriter is to purchase such shares, plus, in the case of Class A shares, a front-end sales charge equal to a specified percentage or percentages of the public offering price of the Class A shares as set forth in the Prospectus. Class A shares may be sold without such a sales charge to certain classes of persons as from time to time set forth in the Prospectus and Statement of Additional Information. All payments to the Fund hereunder shall be made in the manner set forth in Section 3(f) hereof. (d) The net asset value of shares of the Fund shall be determined by the Fund, or any agent of the Fund, as of the close of regular trading on the New York Stock Exchange on each Fund business day in accordance with the method set forth in the Prospectus and Statement of Additional Information and guidelines established by the Directors of the Fund. (e) The Fund reserves the right to suspend the offering of its shares at any time in the absolute discretion of its Directors. (f) The Fund, or any agent of the Fund designated in writing to the Underwriter by the Fund, shall be promptly advised by the Underwriter of all purchase orders for shares received by the Underwriter. Any order may be rejected by the Fund; provided, however, that the Fund will not arbitrarily or without reasonable cause refuse to accept or confirm orders for the purchase of shares. The Fund (or its agent) will confirm orders upon their receipt, will make appropriate book entries and upon receipt by the Fund (or its agent) of payment thereof, will deliver deposit receipts or certificates for such shares pursuant to the instructions of the Underwriter. Payment shall be made to the Fund in New York Clearing House funds. The Underwriter agrees to cause such payment and such instructions to be delivered promptly to the Fund (or its agent).

  • Investment Intent; Restrictions on Transfer (a) Optionee represents and agrees that if Optionee exercises this Option in whole or in part, Optionee will in each case acquire the Shares upon such exercise for the purpose of investment and not with a view to, or for resale in connection with, any distribution thereof; and that upon such exercise of this Option in whole or in part Optionee (or any person or persons entitled to exercise this Option under the provisions of Sections 7 and 8 hereof) shall furnish to the Company a written statement to such effect, satisfactory to the Company in form and substance. If the Shares represented this Option are registered under the Securities Act, either before or after the exercise this Option in whole or in part, the Optionee shall be relieved of the foregoing investment representation and agreement and shall not be required to furnish the Company with the foregoing written statement. (b) Optionee further represents that Optionee has had access to the financial statements or books and records of the Company, has had the opportunity to ask questions of the Company concerning its business, operations and financial condition, and to obtain additional information reasonably necessary to verify the accuracy of such information. (c) Unless and until the Shares represented by this Option are registered under the Securities Act, all certificates representing the Shares and any certificates subsequently issued in substitution therefor and any certificate for any securities issued pursuant to any stock split, share reclassification, stock dividend or other similar capital event shall bear legends in substantially the following form: THESE SECURITIES HAVE NOT BEEN REGISTERED OR OTHERWISE QUALIFIED UNDER THE SECURITIES ACT OF 1933 (THE ‘SECURITIES ACT’) OR UNDER THE APPLICABLE OR SECURITIES LAWS OF ANY STATE. NEITHER THESE SECURITIES NOR ANY INTEREST THEREIN MAY BE SOLD, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF REGISTRATION UNDER THE SECURITIES ACT OR ANY APPLICABLE SECURITIES LAWS OF ANY STATE, UNLESS PURSUANT TO EXEMPTIONS THEREFROM. THE SHARES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ISSUED PURSUANT TO THAT CERTAIN NONSTATUTORY STOCK OPTION AGREEMENT DATED MARCH 15, 2010 BETWEEN THE COMPANY AND THE ISSUEE WHICH RESTRICTS THE TRANSFER OF THESE SHARES WHICH ARE SUBJECT TO REPURCHASE BY THE COMPANY UNDER CERTAIN CONDITIONS. and/or such other legend or legends as the Company and its counsel deem necessary or appropriate. Appropriate stop transfer instructions with respect to the Shares have been placed with the Company’s transfer agent.

  • Sales of Shares by the Fund The Fund reserves the right to issue shares at any time directly to its shareholders as a stock dividend or stock split and to sell shares to its shareholders or to other persons approved by Xxxxxx at not less than net asset value.

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