Unaccredited Investor definition

Unaccredited Investor means any Company Stockholder who is not an Accredited Investor.

Unaccredited Investor means an investor who is not an “Accredited Investor” as defined in Rule 501 of Regulation D promulgated under the Securities Act; and”

Unaccredited Investor means a Stockholder who does not complete and deliver to the Company or Parent prior to the Closing Date a Joinder Agreement or an investor questionnaire reasonably acceptable to Parent certifying that such Stockholder is an “accredited investor” as set forth therein (unless Parent in its sole discretion determines such Stockholder is an “accredited investor” (as such term is defined in Rule 501(a) under the Securities Act) without having received such a Joinder Agreement or investor questionnaire reasonably acceptable to Parent).

Examples of Unaccredited Investor in a sentence

• True and correct copies of such consents are set forth in ITK DISCLOSURE SCHEDULE 5.3. To the knowledge of ITK, (i) none of the consenting ITK stockholders is an Unaccredited Investor, and (ii) all of such consents executed by persons who are not "U.S. persons" within the meaning of Rule 901(k) of Regulation S under the Securities Act were executed and delivered outside the United States.

• Please note, in certain circumstances, if you are an Unaccredited Investor, but Parent determines and notifies you that by the information set forth above you otherwise have such knowledge and experience in financial and other business matters that you are capable of evaluating the merits and risks of the Transaction and Distribution and the investment in Parent Common Stock, you will not be required to consult with the Purchaser Representative and you will not be deemed to have appointed one hereunder.

• If an Indemnifying Party is an Unaccredited Investor the Owed Amount shall be satisfied by the payment of cash by such Indemnifying Party.

• For the avoidance of doubt, with respect to any Indemnifying Party which is an Unaccredited Investor, such Indemnifying Party’s portion of the Escrow Amount shall be withheld only as Escrow Cash and any amounts released to such Indemnifying Party from the Escrow Amount shall be in the form of Escrow Cash.

• To the extent such Investor Suitability Documentation is not provided or Parent has made such determination regarding Unaccredited Investor status, Parent shall inform the Company of such determination prior to the Closing and the Company shall indicate on the Spreadsheet that such Person has not provided the Investor Suitability Documentation or is an Unaccredited Investor.

More Definitions of Unaccredited Investor

Unaccredited Investor means a TransEnterix stockholder who does not complete and deliver to TransEnterix and SafeStitch prior to the Closing Date an investor questionnaire reasonably acceptable to TransEnterix and SafeStitch certifying that such stockholder is an “accredited investor” as such term is defined in Rule 501(a) under the Securities Act, provided, that TransEnterix and SafeStitch may mutually determine any TransEnterix stockholder is an “accredited investor” without having received such an investor questionnaire if they reasonably believe that such stockholder qualifies as an “accredited investor”.

Unaccredited Investor shall have the meaning assigned to it in Section 5.13(a).

Unaccredited Investor means an HDW Stockholder who delivers to Latch an Investor Questionnaire certifying that such HDW Stockholder does not meet any of the Accredited Investor tests.

Unaccredited Investor means any Person who is not an Accredited Investor.

Unaccredited Investor has the meaning set forth in Section 2.7(b).

Unaccredited Investor is defined in Section 4.4(c).

Unaccredited Investor means (i) a Seller that is not an Accredited Investor or (ii) the estate of Xxxxx Xxxx Xxxxxxxxx (or, to the extent deemed to be the legal owner of Units formerly owned by Xxxxx Xxxx Xxxxxxxxx, Xxxxxx Xxxxxxxxx, whether in his capacity as executor of such estate or his individual capacity).