Representation of Optionee. Optionee acknowledges receipt of a copy of the Plan and understands that all rights and obligations connected with this Option are set forth in this Agreement and the Plan.
Representation of Optionee. The Optionee acknowledges that Optionee has received, read and understood the Plan and the Option Agreement and agrees to abide by and be bound by their terms and conditions.
Representation of Optionee. Optionee hereby represents and warrants to -------------------------- the Company that, if the option is exercised, the shares of Stock shall be acquired solely for Optionee's own account, for investment purposes only and not with a view to the distribution or resale thereof. Optionee understands and acknowledges that (i) the share of Stock are unregistered and may not be sold unless they are subsequently registered under the Securities Act and applicable state securities laws, or unless an exemption from such registration is available; (ii) the exemption from registration under Rule 144 under the Securities Act may not ever become available; and (iii) the Company is under no obligation to register the shares of Stock under the Securities Act or any state securities law or to make Rule 144 (or any other exemption) available.
Representation of Optionee. Optionee represents to the Company as -------------------------- follows:
(i) The Option will be taken and received for my own account and not with a view to or for sale in connection with any distribution thereof; and
(ii) I have a preexisting personal or business relationship with the Company or its officers, directors or controlling persons, or by reason of my business or financial experience, I can protect my own interests in connection with my receipt and exercise of the Option.
Representation of Optionee. Optionee represents to the Company as -------------------------- follows:
(i) The Option will be taken and received for my own account and not with a view to or for sale in connection with any distribution thereof; and
(ii) I have a preexisting personal or business relationship with the Company or its officers, directors or controlling persons, or, by reason of my business or financial experience, I can protect my own interests in connection with my receipt and exercise of the Option.
Representation of Optionee. In the event Optionee exercises his right to purchase any or all of the shares subject to the incentive stock option pursuant to written notice as provided in Paragraph 3 thereof, such written notice shall provide the further written representation and warranty of Optionee that, if Optionee exercises such option in whole or in a part at a time when there is not in effect under the Securities Act of 1933 a registration statement relating to the shares issuable upon exercise of such option (and available for delivery a prospectus meeting the requirements of Section 10(a)(3) of said Act), Optionee will acquire such shares upon such exercise for the purpose of investment and not with a view towards their resale or distribution, and that upon such exercise, Optionee will furnish to Company a written statement to such effect, satisfactory to the Company in form and substance. Any person or persons entitled to exercise such option under the provisions of the Agreement shall, upon each exercise of the option at such time, furnish to the Company a written statement to the same effect, satisfactory to the Company in form and substance.
Representation of Optionee. Any exercise of an Exchange Right hereunder by an Optionee shall constitute a representation by such Optionee that it is acquiring the Common Stock to be issued upon the exercise of the Exchange Right for purposes of investment and not with a view to distribution (without any limitation of any rights such Person may have under Article V hereof) in violation of any federal or state securities laws.
Representation of Optionee. (a) The Optionee represents and warrants that (i) he has received the Notice and the documents referenced therein, including, without limitation, the Company’s Annual Report on Form 10K for fiscal 2000 and the Company’s Quarterly Report on Form 10Q for the first quarter of fiscal 2001 and (ii) that the Optionee has thoroughly reviewed and understands the information contained therein. The Optionee acknowledges that: (i) he and his representatives have had access to the properties and operations of the Company and have had the opportunity to meet with and ask questions of management to discuss the business, assets, liabilities, financial condition, cash flow and operations of the Company, and (ii) all materials and information requested by the Optionee have been provided to him to his reasonable satisfaction. The Optionee acknowledges that he has made his own independent examination, investigation, analysis and evaluation of the Company, including the Optionee’s own valuation of the shares of Common Stock. The Optionee acknowledges that he has undertaken such due diligence (including, without limitation, a review of the assets, liabilities, books, records and contracts of the Company) as he deems adequate, including that described above. Further, the Optionee acknowledges that the exercise price of the New Options will be the fair market value as of the Grant Date, and the Optionee accepts the risk and benefit, if any, of any change of the fair market value of the Common Stock between the date hereof and the Grant Date.
(b) The Optionee will be acquiring the New Options, and/or the shares of Common Stock subject to the New Options, for the Optionee’s own account and not with a view to their distribution within the meaning of Section 2(11) of the Securities Act of 1933, as amended (the “Securities Act”). The Optionee acknowledges that the shares of Common Stock received, or to be received upon the exercise of the New Options, have not been registered under the Securities Act and such shares must be held indefinitely unless the shares are subsequently registered under the Securities Act or such sale is permitted pursuant to an available exemption from such registration requirement.
Representation of Optionee. Optionee represents to the Company as -------------------------- follows:
(i) The Option will be taken and received for my own account and not with a view to or for sale in connection with any distribution thereof,
(ii) I have a preexisting personal or business relationship with the Company or its officers, directors or controlling persons, or by reason of my business or financial experience, I can protect my own interests in connection with my receipt and exercise of the Option; and
(iii) I have been advised that significant tax issues arise from my receipt of and exercise of the Option; I will consult my own tax advisor with respect to such tax issues; and I am not relying on the Company for tax advice with respect to my receipt and exercise of the Option.
Representation of Optionee. Optionee acknowledges that Optionee is acquiring the Shares for investment and without a view to distribution of the Shares to third parties.
