Sophistication; Accreditation Sample Clauses

Sophistication; Accreditation. Purchaser is a person who either alone or with his purchaser representative(s) has sufficient knowledge and experience in financial and business matters to be capable of evaluating the merits and risks of an investment in the Company. Purchaser is an “accredited investor” within the meaning of Rule 501(a)(4) of Regulation D as promulgated under the Act by virtue of the fact that he is a director of the Company.
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Sophistication; Accreditation. The Shareholder, either alone or with the assistance of Shareholder's professional advisor, is a sophisticated investor, able to fend for Shareholder's interests in the transactions contemplated by the Operative Documents, and has such knowledge and experience in financial and business matters that Shareholder is capable of evaluating the merits and risks of the prospective investment in Itron Common Stock. The Itron Common Stock being acquired by the Shareholder in the Merger is for investment for Shareholder's respective account, not as a nominee or agent; the undersigned has no present intention of selling, granting any participation in or otherwise distributing any of the Itron Common Stock in a manner contrary to the Securities Act or to any applicable state securities or Blue Sky law, nor does the undersigned have any contract, undertaking, agreement or arrangement with any person or entity to sell, transfer or grant a participation to such person or entity with respect to any of the Itron Common Stock to be received in the Merger.
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Sophistication; Accreditation. The Shareholder, either alone or with the assistance of his professional advisors, is a sophisticated investor, is able to fend for himself in the transactions contemplated by this Agreement relating to the PPDA Common Stock and has such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of the prospective investment in the PPDA Common Stock. TheShareholder is an “accredited investor” as defined in Regulation D under the 1933 Act.
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Sophistication; Accreditation. The Principal Stockholder is an “accredited investor” as defined in Regulation D of the Securities Act. The Principal Stockholder is in a financial position to hold the Notes for an indefinite period of time and is able to bear the economic risk and withstand a complete loss of its investment in ITEX.
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Sophistication; Accreditation. Such Shareholder, either alone or with the assistance of a professional advisor, is a sophisticated investor, able to fend for himself in the transactions contemplated by 29 this Agreement to which such Shareholder is a party and has such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of the prospective investment in Cobalt Common Stock. Such Shareholder is in a financial position to hold the Cobalt Common Stock for an indefinite period of time and is able to bear the economic risk and withstand a complete loss of his investment in the Cobalt Common Stock.
Sample 1
Sophistication; Accreditation. Such Stockholder is (a) either alone or with the assistance of a professional advisor, a sophisticated investor, able to fend for himself, herself or itself in the transactions contemplated by this Agreement and the other Operative Documents to which such Stockholder is a party and has such knowledge and experience in financial and business matters that he, she or it is capable of evaluating the merits and risks of the prospective investment in Amazxx.xxx Xxxmon Stock, or (b) an "accredited investor" as defined in Regulation D of the Securities Act of 1933, as amended (the "Securities Act"). Schedule 2A.1 to the Stockholder Disclosure Memorandum lists all Stockholders who are accredited investors.
Sample 1
Sophistication; Accreditation. (a) The Xxxxxxxxxx Trust represents and warrants to Shurgard for itself and for NBS as follows: (i) Such Owner is in a financial position to hold the Shurgard Common Stock for an indefinite period of time and is able to bear the economic risk and withstand a complete loss of his, her or its investment in the Shurgard Common Stock. (ii) Such Owner acknowledges that it has received and had the opportunity to review to such Owner’s satisfaction the materials disseminated by the Companies in connection with the written consent of shareholders and members to approve the Merger and the transactions contemplated thereby, including the Shurgard SEC Filings. (iii) Such Owner has obtained, to the extent that it deems necessary, professional advice with respect to the risks inherent in acquiring the Shurgard Common Stock, the financial condition of Shurgard and the suitability of an investment in the Shurgard Common Stock in light of such Owner’s financial condition and investment needs. (iv) Such Owner, either alone or with the assistance of his, her or its professional advisors, is a sophisticated investor, is able to fend for himself, herself or itself in the transactions contemplated by this Agreement relating to the Shurgard Common Stock and has such knowledge and experience in financial and business matters that he, she or it is capable of evaluating the merits and risks of the prospective investment in the Shurgard Common Stock. (v) Such Owner is an “accredited investor” as defined in Rule 501(a) of Regulation D under the Securities Act. (vi) The Shurgard Common Stock is being acquired by such Owner for investment for his, her or its respective account, not as a nominee or agent, and not with a view to the distribution of any part thereof; such Owner has no present intention of selling, granting any participation in or otherwise distributing any of the Shurgard Common Stock in a manner contrary to the Securities Act or to any applicable state securities or Blue Sky law, nor does such Owner have any contract, undertaking, agreement or arrangement with any person or entity to sell, transfer or grant a participation to such person or entity with respect to any of the Shurgard Common Stock. (vii) Such Owner acknowledges that the Shurgard Common Stock has not been and will not prior to issuance be registered under the Securities Act and that the Shurgard Common Stock is characterized under the Securities Act as “restricted securities” and, therefore, cannot be sold...
Sample 1
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Sophistication; Accreditation. Each Shareholder is: (a) either alone or with the assistance of a professional advisor, a sophisticated investor, able to fend for himself or herself in the transactions contemplated by this Agreement and the Operative Agreements to which such Shareholder is a party and has such knowledge and experience in financial and business matters that he or she is capable of evaluating the merits and risks of the prospective investment in HCC; or (b) an "accredited investor" as defined in Regulation D of the Securities Act.
Sample 1

Related to Sophistication; Accreditation

  • Information and Sophistication Without lessening or obviating the representations and warranties of the Company set forth in Section 3, each Purchaser hereby: (i) acknowledges that it has received all the information it has requested from the Company and it considers necessary or appropriate for deciding whether to acquire the Securities, (ii) represents that it has had an opportunity to ask questions and receive answers from the Company regarding the terms and conditions of the offering of the Securities and to obtain any additional information necessary to verify the accuracy of the information given the Purchaser and (iii) further represents that it has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risk of this investment.

  • Sophistication The Stockholder acknowledges that he is an informed and sophisticated investor and, together with his advisors, has undertaken such investigation as they have deemed necessary, including the review of the Merger Agreement and this Agreement, to enable the Stockholder to make an informed and intelligent decision with respect to the Merger Agreement and this Agreement and the transactions contemplated thereby and hereby.

  • ECONOMIC RISK; SOPHISTICATION 19 Section 13. NONDISCLOSURE OF CONFIDENTIAL INFORMATION

  • Experience A minimum of 1 year of IT work experience in computer systems or support with demonstrated working knowledge of basic hardware and software products and problem solving/troubleshooting skills.

  • Professional Advice The acceptance of the Options and the sale of Common Stock issued pursuant to the exercise of Options may have consequences under federal and state tax and securities laws which may vary depending upon the individual circumstances of the Optionee. Accordingly, the Optionee acknowledges that he or she has been advised to consult his or her personal legal and tax advisor in connection with this Agreement and his or her dealings with respect to Options. Without limiting other matters to be considered with the assistance of the Optionee’s professional advisors, the Optionee should consider: (a) whether upon the exercise of Options, the Optionee will file an election with the Internal Revenue Service pursuant to Section 83(b) of the Code and the implications of alternative minimum tax pursuant to the Code; (b) the merits and risks of an investment in the underlying shares of Common Stock; and (c) any resale restrictions that might apply under applicable securities laws.

  • Experience, Financial Capability and Suitability Subscriber is: (i) sophisticated in financial matters and is able to evaluate the risks and benefits of the investment in the Shares and (ii) able to bear the economic risk of its investment in the Shares for an indefinite period of time because the Shares have not been registered under the Securities Act (as defined below) and therefore cannot be sold unless subsequently registered under the Securities Act or an exemption from such registration is available. Subscriber is capable of evaluating the merits and risks of its investment in the Company and has the capacity to protect its own interests. Subscriber must bear the economic risk of this investment until the Shares are sold pursuant to: (i) an effective registration statement under the Securities Act or (ii) an exemption from registration available with respect to such sale. Subscriber is able to bear the economic risks of an investment in the Shares and to afford a complete loss of Subscriber’s investment in the Shares.

  • Sophisticated Investor (i) Subscriber is sophisticated in financial matters and is able to evaluate the risks and benefits of the investment in the Securities. (ii) Subscriber is aware that an investment in the Securities is highly speculative and subject to substantial risks because, among other things, the Securities are subject to transfer restrictions and have not been registered under the Securities Act and therefore cannot be sold unless subsequently registered under the Securities Act or an exemption from such registration is available. Subscriber is able to bear the economic risk of its investment in the Securities for an indefinite period of time.

  • Experience of Such Purchaser Such Purchaser, either alone or together with its representatives, 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 Securities, and has so evaluated the merits and risks of such investment. Such Purchaser is able to bear the economic risk of an investment in the Securities and, at the present time, is able to afford a complete loss of such investment.

  • Sophisticated Seller Seller is sophisticated in financial matters and is able to evaluate the risks and benefits attendant to the sale of Shares to Buyer.

  • Expertise Such Member alone, or together with its representatives, possesses such expertise, knowledge and sophistication in financial and business matters generally, and in the type of transactions in which the Company proposes to engage in particular, that such Member is capable of evaluating the merits and economic risks of acquiring and holding the Units, and that such Member is able to bear all such economic risks now and in the future;

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