Purchaser Representation. (i) The Purchaser is either (A) a qualified institutional buyer as defined in Rule 144A of the Securities Act, (B) an accredited investor as defined in Rule 501(a)(1), (2), (3), (7) or (8) under the Securities Act, (C) a non‑U.S. person under Regulation S under the Securities Act, or (D) the foreign equivalent of (A) or (B) above, and (ii) any securities of the Company acquired by the Purchaser under this Agreement will have been acquired for investment and not with a view to distribution or resale in violation of the Securities Act.
Appears in 7 contracts
Samples: Series C Convertible Preferred Stock Purchase Agreement (NextDecade Corp.), Series C Convertible Preferred Stock Purchase Agreement (NextDecade Corp.), Series C Convertible Preferred Stock Purchase Agreement (NextDecade Corp.)
Purchaser Representation. (i) The Such Purchaser is either (A) a qualified institutional buyer as defined in Rule 144A of the Securities Act, (B) an accredited investor as defined in Rule 501(a)(1), (2), (3), (7) or (8) under the Securities Act, (C) a non‑U.S. person under Regulation S under the Securities Act, or (D) the foreign equivalent of (A) or (B) above, and (ii) any securities of the Company acquired by the such Purchaser under this Agreement will have been acquired for investment and not with a view to distribution or resale in violation of the Securities Act.
Appears in 7 contracts
Samples: Series C Convertible Preferred Stock Purchase Agreement (Bardin Hill Investment Partners LP), Series C Convertible Preferred Stock Purchase Agreement (York Capital Management Global Advisors, LLC), Series B Convertible Preferred Stock Purchase Agreement
Purchaser Representation. (i) The Purchaser is either (A) a qualified institutional buyer as defined in Rule 144A of the Securities Act, (B) an accredited investor as defined in Rule 501(a)(1), (2), (3), (7) or (8) under the Securities Act, (C) a non‑U.S. non-U.S. person under Regulation S under the Securities Act, or (D) the foreign equivalent of (A) or (B) above, and (ii) any securities of the Company acquired by the Purchaser under this Agreement will have been acquired for investment and not with a view to distribution or resale in violation of the Securities Act.
Appears in 3 contracts
Samples: Common Stock Purchase Agreement (NextDecade Corp.), Common Stock Purchase Agreement (NextDecade Corp.), Common Stock Purchase Agreement (Ninteenth Investment Co LLC)
Purchaser Representation. (i) The Such Purchaser is either (A) a qualified institutional buyer as defined in Rule 144A of the Securities Act, (B) an accredited investor as defined in Rule 501(a)(1), (2), (3), (7) or (8) under the Securities Act, (C) a non‑U.S. non-U.S. person under Regulation S under the Securities Act, or (D) the foreign equivalent of (A) or (B) above, and (ii) any securities of the Company acquired by the such Purchaser under this Agreement will have been acquired for investment and not with a view to distribution or resale in violation of the Securities Act.
Appears in 1 contract
Samples: Convertible Series a Preferred Stock Purchase Agreement (FREYR Battery, Inc. /DE/)
