Sophistication and Risk Sample Clauses

Sophistication and Risk. 5.6.1 It has such knowledge and experience in financial and business matters, that it is capable of evaluating, and has evaluated, the merits and risks of the Offering. By reason of its business or financial experience, it has the capacity to protect its interests in connection with an investment in the Company. 5.6.2 It understands that no Israeli or U.S. federal or state agency has passed upon the Shares or made any finding or determination as to the fairness of the transactions contemplated in the Transaction Documents. 5.6.3 It understands that the Shares are speculative investments which involve a high degree of risk, including the risk that such Investor might lose its entire amount invested in the Company. 5.6.4 It understands that any tax benefits that may be available to such Investor may be lost through adoption of new laws, amendments to existing laws or regulations, or changes in the interpretation of existing laws and regulations. 5.6.5 It has the financial ability to bear the economic risk of its investment in the Company and has adequate net worth and means of providing for the Investor's current needs and contingencies to sustain a complete loss of the Investor's investment and has no need for liquidity in the Investor's investment in the Company. 5.6.6 It is an "Accredited Investor," as such term is defined in Rule 501 of Regulation D under the Securities Act of 1933.
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Sophistication and Risk. Each Lender represents that: 5.6.1. It has such knowledge and experience in financial and business matters, that it is capable of evaluating, and has evaluated, the merits and risks of the Loan and the acquisition of the Conversion Shares and Warrant Shares. 5.6.2. It understands that no Israeli or U.S. federal or state agency has passed upon the Shares or made any finding or determination as to the fairness of the transactions contemplated in the Transaction Documents. 5.6.3. Without derogating from any of the Companies representations and warranties contained herein, it understands that the Loan and any acquisition of the Shares involves a high degree of risk, including the risk that such Lender might lose its entire amount invested in the Company. 5.6.4. It understands that any tax benefits that may be available to the Lenders may be lost through adoption of new laws, amendments to existing laws or regulations, or changes in the interpretation of existing laws and regulations. 5.6.5. It is an “Accredited Investor” as such term is defined in Rule 501 of Regulation D under the Securities Act of 1933.
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Sophistication and Risk. Buyer has knowledge, skill and experience in financial, business and investment matters relating to an investment of this type and is capable of evaluating the merits and risks of such investment and protecting Buyer’s interest in connection with the acquisition of the Securities. To the extent deemed necessary by Buyer, Buyer has retained, at its own expense, and relied upon, appropriate professional advice regarding the investment, tax and legal merits and consequences of purchasing and owning the Securities. Buyer has the ability to bear the economic risks of Buyer’s investment in BreitBurn.
Sample 1
Sophistication and Risk. 4.5.1 It has such knowledge and experience in financial and business matters, that it is capable of evaluating, and has evaluated, the merits and risks of the Offering. By reason of its business or financial experience, it has the capacity to protect its interests in connection with an investment in the Company. 4.5.2 It understands that no Israeli or U.S. federal or state agency has passed upon the Shares or Warrant Shares or made any finding or determination as to the fairness of the transactions contemplated in the Agreement. 4.5.3 It understands that the Shares and Warrant Shares are speculative investments, which involve a high degree of risk, including the risk that the Investor might lose its entire amount invested in the Company. 4.5.4 It understands that any tax benefits that may be available to the Investor, if any, may be lost through adoption of new laws, amendments to existing laws or regulations, or changes in the interpretation of existing laws and regulations. 4.5.5 It has the financial ability to bear the economic risk of its investment in the Company and has adequate net worth and means of providing for the Investor’s current needs and contingencies to sustain a complete loss of the Investor’s investment and has no need for liquidity in the Investor’s investment in the Company. It is an “Accredited Investor,” as such term is defined in Rule 501 of Regulation D under the Securities Act of 1933.
Sample 1
Sophistication and Risk. 5.5.1 It has such knowledge and experience in financial and business matters that it is capable of evaluating, and has evaluated, the merits and risks of the Offering. By reason of the its business or financial experience, it has the capacity to protect its interests in connection with an investment in the Company. 5.5.2 Such Lender understands that no federal or state agency has passed upon the Notes or Warrants or Payback Warrants or made any finding or determination as to the fairness of the transactions contemplated in the Transaction Documents. 5.5.3 Such Lender understands that the Notes, the Warrants and the Payback Warrants are speculative investments which involve a high degree of risk, including the risk that such Lender might lose its entire amount loaned or invested in the Company, as the case may be. 5.5.4 Such Lender understands that any federal income tax benefits that may be available to such Lender may be lost through adoption of new laws, amendments to existing laws or regulations, or changes in the interpretation of existing laws and regulations. 5.5.5 It has the financial ability to bear the economic risk of its loan to and investment in the Company and has adequate net worth and means of providing for the Lender's current needs and contingencies to sustain a complete loss of the Lender's investment and has no need for liquidity in the Lender's loan to and investment in the Company. 5.5.6 It is an "accredited investor," as that term is defined in Rule 501 of Regulation D under the 1933 Act. The information provided by it in the Investor Suitability Questionnaire and the Transaction Documents delivered by the such Lender to the Company is incorporated herein by reference and made a part hereof, and such Lender represents and warrants that such information is true and complete and fairly reflects the current financial condition and affairs of the undersigned.
Sample 1
Sophistication and Risk. Seller has knowledge, skill and experience in financial, business and investment matters relating to an investment of this type and is capable of evaluating the merits and risks of such investment and protecting Seller’s interest in connection with the acquisition of the Adjusted Common Units Consideration. To the extent deemed necessary by Seller, Seller has retained, at its own expense, and relied upon, appropriate professional advice regarding the investment, tax and legal merits and consequences of purchasing and owning the Adjusted Common Units Consideration. Seller has the ability to bear the economic risks of Seller’s investment in BreitBurn.
Sample 1
Sophistication and Risk. 3.7.1 The Seller has such knowledge and experience in financial and business matters that it is capable of evaluating, and has evaluated, the merits and risks in receipt of the Shares as consideration for the Seller’s Shares. 3.7.2 The Seller understands that no federal or state agency has passed upon the Shares or made any finding or determination as to the fairness of the transactions contemplated in this Agreement.
Sample 1
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Sophistication and Risk. 3.7.1 The Seller has such knowledge and experience in financial and business matters that it is capable of evaluating, and has evaluated, the merits and risks in receipt of the Shares as a partial consideration for the Seller’s Shares. However, as precised hereafter, the delivery of shares issued by OTI in consideration of the payment of part of the price constitute only a mode of payment and may not be construed as an acceptance under any form whatsoever, from the Sellers of the risk of non payment of the price. 3.7.2 The Seller understands that no federal or state agency has passed upon the Shares or made any finding or determination as to the fairness of the transactions contemplated in this Agreement.
Sample 1

Related to Sophistication and Risk

  • 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.

  • 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.

  • 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.

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

  • Education and Experience ▪ Secondary School Honour Graduation, plus a minimum of 13 years' pertinent experience or the equivalent in experience, additional education and/or training; ▪ Graduation from a recognized institute of advanced technology, or equivalent formal education, and a minimum of nine years' pertinent technological experience.

  • 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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