Common use of Representation and Warranties of the Buyer Clause in Contracts

Representation and Warranties of the Buyer. The Buyer represents and warrants that: Section 4.1 The Buyer is a sophisticated investor. The Buyer has the financial ability to pay the consideration required at Closing and to bear the economic risk of this investment in the Company, has adequate means for providing for the current needs and contingencies of the Buyer and have no need for immediate liquidity with respect to the investment in the Company. Section 4.2 The Buyer: (a) has evaluated the risks of a purchase of the Securities and has relied solely upon its own investigation of the Issuer and the information and representations made by the Issuer and contained in this Agreement and any written information and documents provided to Buyer by the Issuer; (b) has been given the opportunity to ask questions of, and receive answers from, the Issuer concerning the terms and conditions of the Securities and other matters pertaining to this investment, and has been given the opportunity to obtain such additional information necessary to verify the accuracy of the information contained in any documents provided in order for the Buyer to evaluate the merits and risks of the purchase of the Securities to the extent the Issuer possesses such information or could acquire it without unreasonable efforts or expense, and have not been furnished with any other offering literature upon which the Buyer have relied; (c) has not been furnished by Issuer with any oral or written representation or oral or written information upon which the Buyer have relied in connection with the offering of the Securities that is not contained, or referred to, in this Agreement; (d) has investigated the acquisition of the Securities to the extent the Buyer have deemed necessary or desirable and the Issuer have provided the Buyer with any assistance the Buyer have requested in connection herewith; (e) is an accredited investor as that term is defined in rule 501(a) of Regulation D under the Securities Act of 1933, as amended; (f) has determined that the Securities are a suitable investment for the Buyer and that at this time the Buyer could bear a complete loss of an investment in the Securities purchased hereby; and (g) together with their principals are experienced in transactions involving obtaining control of companies such as the Company. Section 4.3 The Buyer is not relying on the Issuer, or any of its affiliates, or this Agreement, with respect to the Buyer’ tax consequences with respect to the Buyer’ purchase of the Securities. Section 4.4 No federal or state agency has passed upon the Securities or made any finding or determination as to the fairness of this investment. Section 4.5 The Buyer has the right, power, legal capacity and authority to enter into and perform their obligations under this Agreement and no approvals or consents of any persons or entities are necessary in connection with such actions. Section 4.6 The Buyer is a publicly held corporation, reporting pursuant to Section 12(g) of the Securities Exchange Act of 1934, who has elected to be a business development company under the Investment Company Act of 1940. Section 4.7 Each of the financial statements of Buyer filed by Buyer for the year ended September 30, 2007 and subsequent interim statements have been prepared in accordance with U.S. GAAP applied on a consistent basis during the periods involved (except as may be indicated in the notes thereto) and fairly present the financial positions and the results of operations and cash flows of Buyer as of the dates thereof or for the periods presented therein (subject, in the case of unaudited statements, to normal year-end audit adjustments not material in amount).

Representation and Warranties of the Buyer. The Buyer represents and warrants that: Section 4.1 The Buyer is a sophisticated investor. The Buyer has the financial ability to pay the consideration required at Closing and to bear the economic risk of this investment in the Company, has adequate means for providing for the current needs and contingencies of the Buyer and have no need for immediate liquidity with respect to the investment in the Company. Section 4.2 The Buyer: (a) has evaluated the risks of a purchase of the Securities and has relied solely upon its own investigation of the Issuer and the information and representations made by the Issuer and contained in this Agreement and any written information and documents provided to Buyer by the Issuer; (b) has been given the opportunity to ask questions of, and receive answers from, the Issuer concerning the terms and conditions of the Securities and other matters pertaining to this investment, and has been given the opportunity to obtain such additional information necessary to verify the accuracy of the information contained in any documents provided in order for the Buyer to evaluate the merits and risks of the purchase of the Securities to the extent the Issuer possesses such information or could acquire it without unreasonable efforts or expense, and have not been furnished with any other offering literature upon which the Buyer have relied; (c) has not been furnished by Issuer with any oral or written representation or oral or written information upon which the Buyer have relied in connection with the offering of the Securities that is not contained, or referred to, in this Agreement; (d) has investigated the acquisition of the Securities to the extent the Buyer have deemed necessary or desirable and the Issuer have provided the Buyer with any assistance the Buyer have requested in connection herewith; (e) is an accredited investor as that term is defined in rule 501(a) of Regulation D under the Securities Act of 1933, as amended; (f) has determined that the Securities are a suitable investment for the Buyer and that at this time the Buyer could bear a complete loss of an investment in the Securities purchased hereby; and (g) together with their principals are experienced in transactions involving obtaining control of companies such as the Company. Section 4.3 The Buyer is not relying on the Issuer, or any of its affiliates, or this Agreement, with respect to the Buyer’ tax consequences with respect to the Buyer’ purchase of the Securities. Section 4.4 No federal or state agency has passed upon the Securities or made any finding or determination as to the fairness of this investment. Section 4.5 The Buyer has the right, power, legal capacity and authority to enter into and perform their obligations under this Agreement and no approvals or consents of any persons or entities are necessary in connection with such actions. Section 4.6 The Buyer is a publicly held corporation, reporting pursuant to Section 12(g) of the Securities Exchange Act of 1934, who has elected to be a business development company under the Investment Company Act of 1940. Section 4.7 Each of the financial statements of Buyer filed by Buyer for the year ended September 30, 2007 and subsequent interim statements have been prepared in accordance with U.S. GAAP applied on a consistent basis during the periods involved (except as may be indicated in the notes thereto) and fairly present the financial positions and the results of operations and cash flows of Buyer as of the dates thereof or for the periods presented therein (subject, in the case of unaudited statements, to normal year-end audit adjustments not material in amount).

Representation and Warranties of the Buyer. The Buyer represents and warrants to Sellers that: Section 4.1 The (a) Buyer is a sophisticated investor. The Buyer has the financial ability to pay the consideration required at Closing and to bear the economic risk of this investment in the CompanyControl Securities, has adequate means for providing for the current needs and contingencies of the Buyer and have has no need for immediate liquidity with respect to the investment in the CompanyControl Securities. Section 4.2 The Buyer:(b) He has (ai) has evaluated the risks of a purchase of the Control Securities and has relied solely upon its his own investigation of the Issuer Company and the information and representations made by the Issuer Sellers and the Company contained in herein this Agreement and any written information and documents provided to Buyer by the IssuerSellers and/or the Company; (bii) has been given the opportunity to ask questions of, and receive answers from, the Issuer Company and Sellers concerning the terms and conditions of the Control Securities and other matters pertaining to this investment, and has been given the opportunity to obtain such additional information necessary to verify the accuracy of the information contained in any documents provided in order for the Buyer to evaluate the merits and risks of the purchase of the Control Securities to the extent the Issuer possesses Company or Sellers possess such information or could acquire it without unreasonable efforts or expense, and have has not been furnished with any other offering literature upon which the Buyer have has relied; (ciii) has not been furnished by Issuer Sellers with any oral or written representation or oral or written information upon which the Buyer have has relied in connection with the offering of the Control Securities that is not contained, or referred to, in this Agreement; (div) has investigated the acquisition of the Control Securities to the extent the Buyer have has deemed necessary or desirable and the Issuer Company or Sellers have provided the Buyer with any assistance the Buyer have has requested in connection herewith; (ev) is an accredited investor as that term is defined in rule 501(a) of Regulation D under the Securities Act of 1933, as amended; (f) has determined that the Control Securities are a suitable investment for the Buyer and that at this time the Buyer could bear a complete loss of an investment in the Control Securities purchased hereby; and (gvi) together with their principals are is experienced in transactions involving obtaining control of companies such as the Company. Section 4.3 (c) The Buyer is not relying on the IssuerSellers, or the Company, or any of its affiliates, or this Agreement, with respect to the Buyer’ 's tax consequences with respect to the Buyer’ 's purchase of the Control Securities. Section 4.4 (d) No federal or state agency has passed upon the Control Securities or made any finding or determination as to the fairness of this investment. Section 4.5 (e) The Buyer is an individual over the age of 18 years and is empowered, authorized and qualified to purchase the Control Securities, in the manner contemplated in this Agreement. (f) The Buyer has the right, power, legal capacity and authority to enter into and perform their his obligations under this Agreement and no approvals or consents of any persons or entities are necessary in connection with such actions. Section 4.6 The Buyer is a publicly held corporation, reporting pursuant to Section 12(g) of the Securities Exchange Act of 1934, who has elected to be a business development company under the Investment Company Act of 1940. Section 4.7 Each of the financial statements of Buyer filed by Buyer for the year ended September 30, 2007 and subsequent interim statements have been prepared in accordance with U.S. GAAP applied on a consistent basis during the periods involved (except as may be indicated in the notes thereto) and fairly present the financial positions and the results of operations and cash flows of Buyer as of the dates thereof or for the periods presented therein (subject, in the case of unaudited statements, to normal year-end audit adjustments not material in amount).

Representation and Warranties of the Buyer. The Buyer represents and warrants that: Section 4.1 5.1 The Buyer is a sophisticated investor. The Buyer has the financial ability to pay the consideration required at Closing and to bear the economic risk of this investment in the Company, has adequate means for providing for the current needs and contingencies of the Buyer and have has no need for immediate liquidity with respect to the investment in the Company. Section 4.2 5.2 The Buyer: (a) has evaluated the risks of a purchase of the Securities and has relied solely upon its his own investigation of the Issuer Company and the information and representations made by the Issuer Seller and the Company contained in this Agreement Agreement, and upon any written information and documents provided to Buyer by the IssuerSeller and/or the Company; (b) has been given the opportunity to ask questions of, and receive answers from, the Issuer Company and Seller concerning the terms and conditions of the Securities and other matters pertaining to this investment, and has been given the opportunity to obtain such additional information necessary to verify the accuracy of the information contained in any documents provided in order for the Buyer to evaluate the merits and risks of the purchase of the Securities to the extent the Issuer possesses Company or Seller possess such information or could acquire it without unreasonable efforts or expense, and have not been furnished with any other offering literature upon which the Buyer have relied; (c) has not been furnished by Issuer Seller with any oral or written representation or oral or written information upon which the Buyer have has relied in connection with the offering of the Securities that is not contained, or referred to, in this Agreement; (d) has investigated the acquisition of the Securities to the extent the Buyer have has deemed necessary or desirable and the Issuer Company or Seller have provided the Buyer with any assistance the Buyer have has requested in connection herewith; (e) is an accredited investor as that term is defined in rule 501(a) of Regulation D under the Securities Act of 1933, as amended; (f) has determined that the Securities are a suitable investment for the Buyer and that at this time the Buyer could bear a complete loss of an investment in the Securities purchased hereby; and (g) together with their his principals are is experienced in transactions involving obtaining control of companies such as the Company. Section 4.3 5.3 The Buyer is not relying on the IssuerSeller, or the Company, or any of its affiliates, or this Agreement, with respect to the Buyer’ 's tax consequences with respect to the Buyer’ 's purchase of the Securities. Section 4.4 5.4 No federal or state agency has passed upon the Securities or made any finding or determination as to the fairness of this investment. Section 4.5 5.5 The Buyer is an individual over the age of 18 years and is empowered, authorized and qualified to purchase the Securities, in the manner contemplated in this Agreement. Section 5.6 The Buyer has the right, power, legal capacity and authority to enter into and perform their his obligations under this Agreement and no approvals or consents of any persons or entities are necessary in connection with such actions. Section 4.6 The Buyer is a publicly held corporation, reporting pursuant to Section 12(g) of the Securities Exchange Act of 1934, who has elected to be a business development company under the Investment Company Act of 1940. Section 4.7 Each of the financial statements of Buyer filed by Buyer for the year ended September 30, 2007 and subsequent interim statements have been prepared in accordance with U.S. GAAP applied on a consistent basis during the periods involved (except as may be indicated in the notes thereto) and fairly present the financial positions and the results of operations and cash flows of Buyer as of the dates thereof or for the periods presented therein (subject, in the case of unaudited statements, to normal year-end audit adjustments not material in amount).

Representation and Warranties of the Buyer. The Buyer represents and warrants to Sellers that: Section 4.1 The (a) Buyer is a sophisticated investor. The Buyer has the financial ability to pay the consideration required at Closing and to bear the economic risk of this investment in the CompanyNote, has adequate means for providing for the current needs and contingencies of the Buyer and have has no need for immediate liquidity with respect to the investment in the CompanyNote or the securities into which the Note is convertible. Section 4.2 The Buyer:(b) He has (ai) has evaluated the risks of a purchase of the Securities Note and has relied solely upon its his own investigation of the Issuer Seller and the Company and the information and representations made by the Issuer Seller and the Company contained in this Agreement herein and any written information and documents provided to Buyer by the IssuerSeller and/or the Company; (bii) has been given the opportunity to ask questions of, and receive answers from, from the Issuer Company and Seller concerning the terms and conditions of the Securities Note and the securities into which it is convertible and other matters pertaining to this investment, and has been given the opportunity to obtain such additional information necessary to verify the accuracy of the information contained in any documents provided in order for the Buyer to evaluate the merits and risks of the purchase of the Securities Note to the extent the Issuer possesses Company or Seller possess such information or could acquire it without unreasonable efforts or expense, and have has not been furnished with any other offering literature upon which the Buyer have has relied; (ciii) has not been furnished by Issuer with any oral or written representation or oral or written information upon which the Buyer have relied in connection with the offering of the Securities that is not contained, or referred to, in this Agreement; (d) has investigated the acquisition of the Securities Note to the extent the Buyer have has deemed necessary or desirable and the Issuer Company or Seller have provided the Buyer with any assistance the Buyer have has requested in connection herewith; (eiv) is an accredited investor as that term is defined in rule 501(a) of Regulation D under the Securities Act of 1933, as amended; (f) has determined that the Securities are Note is a suitable investment for the Buyer and that at this time the Buyer could bear a complete loss of an investment in the Securities Note purchased hereby; and (gv) together with their principals are is experienced in transactions involving obtaining control of companies such as the Company. Section 4.3 (c) The Buyer is not relying on the IssuerSeller, or the Company, or any of its ;affiliates, or this Agreement, with respect to the Buyer’ 's tax consequences with respect to the Buyer’ 's purchase of the SecuritiesNote. Section 4.4 (d) No federal or state agency has passed upon the Securities Note or made any finding or determination as to the fairness of this investment. Section 4.5 (e) The Buyer is an individual over the age of 18 years and is empowered, authorized and qualified to purchase the Note, in the manner contemplated in this Agreement. (f) The Buyer has the right, power, legal capacity and authority to enter into and perform their his obligations under this Agreement and no approvals or consents of any persons or entities are necessary in connection with such actions. Section 4.6 The Buyer is a publicly held corporation, reporting pursuant to Section 12(g) of the Securities Exchange Act of 1934, who has elected to be a business development company under the Investment Company Act of 1940. Section 4.7 Each of the financial statements of Buyer filed by Buyer for the year ended September 30, 2007 and subsequent interim statements have been prepared in accordance with U.S. GAAP applied on a consistent basis during the periods involved (except as may be indicated in the notes thereto) and fairly present the financial positions and the results of operations and cash flows of Buyer as of the dates thereof or for the periods presented therein (subject, in the case of unaudited statements, to normal year-end audit adjustments not material in amount).