Restricted Security. (a) The Partnership (i) is an Accredited Investor, (ii) by reason of its business and financial experience it has such knowledge, sophistication and experience in business and financial matters so as to be capable of evaluating the merits and risks of the prospective investment in the Membership Interest, is able to bear the economic risk of such investment and, at the present time, would be able to afford a complete loss of such investment, and (iii) is acquiring the Membership Interest only for its own account and not for the account of others, and not on behalf of any other account or Person or with a view to, or for offer or sale in connection with, any distribution thereof. The Partnership is not an entity formed for the specific purpose of acquiring the Membership Interest. (b) The Partnership understands that the Membership Interest is characterized as a “restricted security” under the federal securities laws inasmuch as it is being acquired from Fund C in a transaction not involving a public offering and that under such laws and applicable regulations the Membership Interest may be resold without registration under the Securities Act only in certain limited circumstances.
Appears in 2 contracts
Samples: Membership Interest Contribution Agreement, Membership Interest Contribution Agreement (Landmark Infrastructure Partners LP)
Restricted Security. (a) The Partnership (i) is an Accredited Investor, (ii) by reason of its business and financial experience it has such knowledge, sophistication and experience in business and financial matters so as to be capable of evaluating the merits and risks of the prospective investment in the Membership Interest, is able to bear the economic risk of such investment and, at the present time, would be able to afford a complete loss of such investment, and (iii) is acquiring the Membership Interest only for its own account and not for the account of others, and not on behalf of any other account or Person or with a view to, or for offer or sale in connection with, any distribution thereof. The Partnership is not an entity formed for the specific purpose of acquiring the Membership Interest.
(b) The Partnership understands that the Membership Interest is characterized as a “restricted security” under the federal securities laws inasmuch as it is being acquired from Fund C E in a transaction not involving a public offering and that under such laws and applicable regulations the Membership Interest may be resold without registration under the Securities Act only in certain limited circumstances.
Appears in 2 contracts
Samples: Membership Interest Contribution Agreement (Landmark Infrastructure Partners LP), Membership Interest Contribution Agreement
Restricted Security. (a) The Partnership (i) is an Accredited Investor, (ii) by reason of its business and financial experience it has such knowledge, sophistication and experience in business and financial matters so as to be capable of evaluating the merits and risks of the prospective investment in the Membership Interest, is able to bear the economic risk of such investment and, at the present time, would be able to afford a complete loss of such investment, and (iii) is acquiring the Membership Interest only for its own account and not for the account of others, and not on behalf of any other account or Person or with a view to, or for offer or sale in connection with, any distribution thereof. The Partnership is not an entity formed for the specific purpose of acquiring the Membership Interest.
(b) The Partnership understands that the Membership Interest is characterized as a “restricted security” under the federal securities laws inasmuch as it is being acquired from Fund C G in a transaction not involving a public offering and that under such laws and applicable regulations the Membership Interest may be resold without registration under the Securities Act only in certain limited circumstances.
Appears in 1 contract
Samples: Membership Interest Contribution Agreement (Landmark Infrastructure Partners LP)
Restricted Security. (a) The Partnership (i) is an Accredited Investor, (ii) by reason of its business and financial experience it has such knowledge, sophistication and experience in business and financial matters so as to be capable of evaluating the merits and risks of the prospective investment in the Membership Interest, is able to bear the economic risk of such investment and, at the present time, would be able to afford a complete loss of such investment, and (iii) is acquiring the Membership Interest only for its own account and not for the account of others, and not on behalf of any other account or Person or with a view to, or for offer or sale in connection with, any distribution thereof. The Partnership is not an entity formed for the specific purpose of acquiring the Membership Interest.
(b) The Partnership understands that the Membership Interest is characterized as a “restricted security” under the federal securities laws inasmuch as it is being acquired from Fund C F in a transaction not involving a public offering and that under such laws and applicable regulations the Membership Interest may be resold without registration under the Securities Act only in certain limited circumstances.
Appears in 1 contract
Samples: Membership Interest Contribution Agreement (Landmark Infrastructure Partners LP)