Common use of Purchase Representation Clause in Contracts

Purchase Representation. Such Purchaser is purchasing the Purchased Securities for its own account and not with a view to distribution in violation of any securities laws. Such Purchaser has been advised and understands that none of the Purchased Securities, or the Conversion Shares have been registered under the Securities Act or under the “blue sky” laws of any jurisdiction and may be resold only if registered pursuant to the provisions of the Securities Act (or if eligible, pursuant to the provisions of Rule 144 promulgated under the Securities Act or pursuant to another available exemption from the registration requirements of the Securities Act). Such Purchaser has been advised and understands that BATL, in issuing the Purchased Securities, is relying upon, among other things, the representations and warranties of such Purchaser contained in this Article IV in concluding that such issuance is a “private offering” and is exempt from the registration provisions of the Securities Act.

Appears in 10 contracts

Samples: Purchase Agreement (Battalion Oil Corp), Purchase Agreement (Battalion Oil Corp), Purchase Agreement (Battalion Oil Corp)

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Purchase Representation. Such Purchaser is purchasing the Purchased Securities Units for its own account and not with a view to distribution in violation of any securities laws. Such Purchaser has been advised and understands that none of neither the Purchased SecuritiesUnits, or the PIK Units nor the Conversion Shares Units have been registered under the Securities Act or under the “blue sky” laws of any jurisdiction and may be resold only if registered pursuant to the provisions of the Securities Act (or if eligible, pursuant to the provisions of Rule 144 promulgated under the Securities Act or pursuant to another available exemption from the registration requirements of the Securities Act). Such Purchaser has been advised and understands that BATLthe Partnership, in issuing the Purchased SecuritiesUnits, is relying upon, among other things, the representations and warranties of such Purchaser contained in this Article IV in concluding that such issuance is a “private offering” and is exempt from the registration provisions of the Securities Act.

Appears in 4 contracts

Samples: Registration Rights Agreement (Phillips 66 Partners Lp), Series a Preferred Unit Purchase Agreement (NextEra Energy Partners, LP), Registration Rights Agreement (Dominion Midstream Partners, LP)

Purchase Representation. Such Purchaser is purchasing the Purchased Securities for its own account and not with a view to distribution in violation of any securities laws. Such Purchaser has been advised and understands that none of the Purchased Securities, the Conversion Shares or the Conversion Redemption Shares have been registered under the Securities Act or under the “blue sky” laws of any jurisdiction and may be resold only if registered pursuant to the provisions of the Securities Act (or if eligible, pursuant to the provisions of Rule 144 promulgated under the Securities Act or pursuant to another available exemption from the registration requirements of the Securities Act). Such Purchaser has been advised and understands that BATLUSWS, in issuing the Purchased Securities, is relying upon, among other things, the representations and warranties of such Purchaser contained in this Article IV in concluding that such issuance is a “private offering” and is exempt from the registration provisions of the Securities Act.

Appears in 3 contracts

Samples: Purchase Agreement (U.S. Well Services, Inc.), Purchase Agreement (Crestview Partners III GP, L.P.), Purchase Agreement (U.S. Well Services, Inc.)

Purchase Representation. Such Purchaser is purchasing the Purchased Securities Units for its own account and not with a view to distribution in violation of any securities laws. Such Purchaser has been advised and understands that none of neither the Purchased Securities, or Units nor the Conversion Shares Units have been registered under the Securities Act or under the “blue sky” laws of any jurisdiction and may be resold only if registered pursuant to the provisions of the Securities Act (or if eligible, pursuant to the provisions of Rule 144 promulgated under the Securities Act or pursuant to another available exemption from the registration requirements of the Securities Act). Such Purchaser has been advised and understands that BATLXxxxxxx, in issuing the Purchased SecuritiesUnits, is relying upon, among other things, the representations and warranties of such Purchaser contained in this Article IV in concluding that such issuance is a “private offering” and is exempt from the registration provisions of the Securities Act.

Appears in 3 contracts

Samples: Purchase Agreement (Sanchez Production Partners LP), Class a Preferred Unit Purchase Agreement (Sanchez Production Partners LP), Class a Preferred Unit Purchase Agreement (Sanchez Production Partners LP)

Purchase Representation. Such Purchaser is purchasing the Purchased Securities for its own account and not with a view to distribution in violation of any securities laws. Such Purchaser has been advised and understands that none of the Purchased Securities, Securities or the Conversion Shares have been registered under the Securities Act or under the “blue sky” laws of any jurisdiction and may be resold only if registered pursuant to the provisions of the Securities Act (or if eligible, pursuant to the provisions of Rule 144 promulgated under the Securities Act or pursuant to another available exemption from the registration requirements of the Securities Act). Such Purchaser has been advised and understands that BATLContango, in issuing the Purchased Securities, is relying upon, among other things, the representations and warranties of such Purchaser contained in this Article IV in concluding that such issuance is a “private offering” and is exempt from the registration provisions of the Securities Act.

Appears in 2 contracts

Samples: Purchase Agreement (Contango Oil & Gas Co), Registration Rights Agreement

Purchase Representation. Such Purchaser is purchasing the Purchased Securities Units for its own account and not with a view to distribution in violation of any securities laws. Such Purchaser has been advised and understands that none of neither the Purchased Securities, or Units nor the Conversion Shares Units have been registered under the Securities Act or under the “blue sky” laws of any jurisdiction and may be resold only if registered pursuant to the provisions of the Securities Act (or if eligible, pursuant to the provisions of Rule 144 promulgated under the Securities Act or pursuant to another available exemption from the registration requirements of the Securities Act). Such Purchaser has been advised and understands that BATLBreitburn, in issuing the Purchased SecuritiesUnits, is relying upon, among other things, the representations and warranties of such each Purchaser contained in this Article IV in concluding that such issuance is a “private offering” and is exempt from the registration provisions of the Securities Act.

Appears in 2 contracts

Samples: Series B Preferred Unit Purchase Agreement (Breitburn Energy Partners LP), Purchase Agreement (Breitburn Energy Partners LP)

Purchase Representation. Such The Purchaser is purchasing the Purchased Securities for its own account and not with a view to distribution in violation of any securities laws. Such The Purchaser has been advised and understands that none of the Purchased Securities, Securities or shares issuable upon exercise of the Conversion Shares Warrants have been registered under the Securities Act or under the “blue sky” laws of any jurisdiction and may be resold only if registered pursuant to the provisions of the Securities Act (or if eligible, pursuant to the provisions of Rule 144 promulgated under the Securities Act or pursuant to another available exemption from the registration requirements of the Securities Act). Such The Purchaser has been advised and understands that BATLthe Company, in issuing the Purchased Securities, is relying upon, among other things, the representations and warranties of such the Purchaser contained in this Article IV V in concluding that such issuance is a “private offering” and is exempt from the registration provisions of the Securities Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (LSB Industries Inc)

Purchase Representation. Such Purchaser is purchasing the Purchased Securities for its own account and not with a view to distribution in violation of any securities laws. Such Purchaser has been advised and understands that none of the Purchased Securities, or the Conversion Shares have been registered under the Securities Act or under the “blue sky” laws of any jurisdiction and may be resold only if registered pursuant to the provisions of the Securities Act (or if eligible, pursuant to the provisions of Rule 144 promulgated under the Securities Act or pursuant to another available exemption from the registration requirements of the Securities Act). Such Purchaser has been advised and understands that BATL, in issuing the Purchased Securities, is relying upon, among other things, the representations and ​ ​ ​ warranties of such Purchaser contained in this Article IV in concluding that such issuance is a “private offering” and is exempt from the registration provisions of the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (Battalion Oil Corp)

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Purchase Representation. Such The Purchaser is purchasing the Purchased Securities Units for its own account and not with a view to distribution in violation of any securities laws. Such The Purchaser has been advised and understands that none of neither the Purchased Securities, or Units nor the Conversion Shares Units have been registered under the Securities Act or under the “blue sky” laws of any jurisdiction and may be resold only if registered pursuant to the provisions of the Securities Act (or if eligible, pursuant to the provisions of Rule 144 promulgated under the Securities Act or pursuant to another available exemption from the registration requirements of the Securities Act). Such The Purchaser has been advised and understands that BATLCrosstex, in issuing the Purchased SecuritiesUnits, is relying upon, among other things, the representations and warranties of such the Purchaser contained in this Article IV in concluding that such issuance is a “private offering” and is exempt from the registration provisions of the Securities Act.

Appears in 1 contract

Samples: Convertible Preferred Unit (Crosstex Energy Lp)

Purchase Representation. Such Purchaser is purchasing the Purchased Securities Series D Preferred Units for its own account and not with a view to distribution in violation of any securities lawsLaws. Such Purchaser has been advised and understands that none of neither the Purchased SecuritiesSeries D Preferred Units, or the PIK Units nor the Conversion Shares Units have been registered under the Securities Act or under the “blue sky” laws of any jurisdiction and may be resold only if registered pursuant to the provisions of the Securities Act (or if eligible, pursuant to the provisions of Rule 144 promulgated under the Securities Act or pursuant to another available exemption from the registration requirements of the Securities Act). Such Purchaser has been advised and understands that BATLthe Partnership, in issuing the Purchased SecuritiesSeries D Preferred Units, is relying upon, among other things, the representations and warranties of such Purchaser contained in this Article IV in concluding that such issuance is a “private offering” and is exempt from the registration provisions of the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (NuStar Energy L.P.)

Purchase Representation. Such Purchaser is purchasing the Purchased Securities Units for its own account and not with a view to distribution in violation of any securities laws. Such Purchaser has been advised and understands that none of neither the Purchased Securities, or Units nor the Conversion Shares Units have been registered under the Securities Act or under the “blue sky” laws of any jurisdiction and may be resold only if registered pursuant to the provisions of the Securities Act (or if eligible, pursuant to the provisions of Rule 144 promulgated under the Securities Act or pursuant to another available exemption from the registration requirements of the Securities Act). Such Purchaser has been advised and understands that BATLCrestwood, in issuing the Purchased SecuritiesUnits, is relying upon, among other things, the representations and warranties of such Purchaser contained in this Article IV in concluding that such issuance is a “private offering” and is exempt from the registration provisions of the Securities Act.

Appears in 1 contract

Samples: Purchase Agreement (Crestwood Midstream Partners LP)

Purchase Representation. Such Purchaser is purchasing the Purchased Securities Units for its own account and not with a view to distribution in violation of any securities lawsLaws. Such Purchaser has been advised and understands that none of neither the Purchased Securities, or Units nor the Conversion Shares Units have been registered under the Securities Act or under the “blue sky” laws Laws of any jurisdiction and may be resold only if registered pursuant to the provisions of the Securities Act (or if eligible, pursuant to the provisions of Rule 144 promulgated under the Securities Act or pursuant to another available exemption from the registration requirements of the Securities Act). Such Purchaser has been advised and understands that BATLthe Partnership, in issuing the Purchased SecuritiesUnits, is relying upon, among other things, the representations and warranties of such Purchaser contained in this Article IV in concluding that such issuance is a “private offering” and is exempt from the registration provisions of the Securities Act.

Appears in 1 contract

Samples: Registration Rights Agreement (MPLX Lp)

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