Such Investor Sample Clauses
The 'Such Investor' clause serves to identify and refer to a specific investor or group of investors within a legal agreement. In practice, this clause clarifies which party is being discussed when rights, obligations, or actions are assigned to 'such investor' throughout the document. For example, it may be used to distinguish between multiple investors in a financing round, ensuring that provisions apply only to the relevant party. The core function of this clause is to eliminate ambiguity by clearly specifying the subject of certain terms, thereby ensuring clarity and precision in the agreement.
Such Investor. (i) is acquiring the Warrants and the Shares, as applicable, for its own account, solely for investment and not with a view toward, or for sale in connection with, any distribution thereof in violation of any foreign, federal, state or local securities or “blue sky” laws, or with any present intention of distributing or selling such Warrants or Shares, as applicable, in violation of any such laws, (ii) has such knowledge and experience in financial and business matters and in investments of this type that it is capable of evaluating the merits and risks of its investment in the Warrants and the Shares, as applicable, and of making an informed investment decision and (iii) is an “accredited investor” within the meaning of Rule 501 of Regulation D under the Securities Act. Such Investor understands that the Company is relying on the statements contained herein to establish an exemption from registration under the Securities Act and under foreign, federal, state and local securities laws and acknowledges that the Warrants and the Warrant Shares are not registered under the Securities Act or any other Applicable Law and that such Warrants and Warrant Shares may not be Transferred except pursuant to the registration provisions of the Securities Act (and in compliance with any other Applicable Law) or pursuant to an applicable exemption therefrom.
Such Investor. (i) has been furnished with or has had full access to all the information that it considers necessary or appropriate to make an informed investment decision with respect to the Conversion Shares and the Transaction and that it has requested from the Company;
(ii) has had an opportunity to discuss with the management of the Company the intended business and financial affairs of the Company and to obtain information (to the extent the Company possessed such information or could acquire it without unreasonable effort or expense) necessary to verify any information furnished to it or to which it had access;
(iii) can bear the economic risk of an investment in the Conversion Shares indefinitely and a total loss in respect of such investment, and has such knowledge and experience in business and financial matters so as to enable it to understand and evaluate the risks of and form an investment decision with respect to its investment in the Company and to protect its interests in connection with such investment; and
(iv) has made the decision to engage in the Transaction based on its review of all information that it deems relevant and has not relied on any advice, recommendation or information provided by the Company's financial advisor or that of the Special Committee of the Company's Board of Directors.