Investment Intent definition

Investment Intent. Each Jollay: (a) is an "accredited investor," as that term is defxxxx xn Regulation D promulgated under the Securities Act; (b) by reason of his business and financial experience, has such knowledge, sophistication, and experience in business and financial matters so as to be able to evaluate the merits and risks of his investment in the CorrChoice Shares to be issued to him; (c) to his satisfaction, has been provided the opportunity to ask questions, receive answers, and obtain information from Greif concerning MPC and its business, has had all such questions answered, and has been supplied all additional information deemed necessary by him to verify the accuracy of all information provided; (d) is acquiring the CorrChoice Shares to be issued to him for his own account for investment purposes only and without any view towards resale or other distribution; (e) except for the representations of Greif set forth in Article IV of this Agreement, no representations have been made to him by or on behalf of Greif or MPC in connection with the transactions contemplated by this Agreement; (f) has determined that he can bear the economic risks of his investment in the CorrChoice Shares to be issued to him for an indefinite period of time; (g) understands that the issuance of the CorrChoice Shares as a result of this Agreement is intended to be exempt from registration under the Securities Act and applicable state law and that the CorrChoice Shares are not and will not be registered under the Securities Act or any state securities laws, and that there will be no public market for the CorrChoice Shares; (h) agrees that any certificates evidencing the CorrChoice Shares shall contain a legend to the effect that such shares have not been registered under the Securities Act or any state securities laws and may not be sold without registration as required by the Securities Act and applicable state securities laws or exemptions therefrom, and in the case of such an exemption, requiring delivery to CorrChoice of a legal opinion of or satisfactory to CorrChoice's legal counsel that such exemption is applicable; (i) agrees that CorrChoice can issue stop transfer instructions to its transfer agent prohibiting transfer of the CorrChoice Shares to be issued to him except in compliance with the provisions of the Securities Act, applicable state securities laws, this Agreement, and the Greif/Jollays Buy-Sell Agreement; and (j) understands that the CorrChoice Shares to be issued to ...
Sample 1

Examples of Investment Intent in a sentence

  • The Holder acknowledges and agrees that the representations and agreements Holder makes in the Letter of Investment Intent referenced above shall survive each closing of share purchases and issuance transactions between the Holder and the Company.

  • Investment Intent: Unless and until the issuance and sale of the shares subject to the Plan are registered under the Act, each Option under the Plan shall provide that the purchases of stock thereunder shall be for investment purposes and not with a view to, or for resale in connection with, any distribution thereof.

  • I certify that I am empowered and duly authorized by the Entity to execute and carry out the terms of the Subscription Agreement and Letter of Investment Intent and to purchase and hold the Securities, and certify that the Subscription Agreement and Letter of Investment Intent has been duly and validly executed on behalf of the Entity and constitutes a legal and binding obligation of the Entity.

  • I certify that I am empowered and duly authorized by the Entity to execute and carry out the terms of the Subscription Agreement and Letter of Investment Intent and to purchase and hold the Units, and certify that the Subscription Agreement has been duly and validly executed on behalf of the Entity and constitutes a legal and binding obligation of the Entity.

  • The Shareholders agree to and shall execute a Letter of Investment Intent relating to their ownership of the Closing Shares in the form of the letter attached hereto as Exhibit 1.05, and agree to remain subject to the representations, warranties and covenants made therein after the Closing Date.

  • The Closing Shares, when issued in compliance with the provisions of the Agreement, will be validly issued, fully paid, non-assessable, not issued in violation of any preemptive rights, and will be free from all taxes, liens, charges and other encumbrances, subject to the terms and provisions of the Letter of Investment Intent.

  • Each of the Target Holding shareholders is an “accredited investor,” as defined in Rule 501(a) under the 1933 Act, and can execute and be bound by the Investment Intent Letter, and Target Holding acknowledges that Acquiror Holding, in agreeing to issue the Merger Shares, is relying upon the representations and warranties contained in this Section 3.24 and in the Investment Intent Letter.

  • Investment Intent...........................................................

  • Investment Intent: Unless and until the issuance and sale of the ----------------- shares subject to the Plan are registered under the Securities Act of 1933, as amended (the "Act") or shall be exempt pursuant to the rules promulgated thereunder, each Option under the Plan shall provide that the purchases of Stock thereunder shall be for investment purposes and not with a view to, or for resale in connection with, any distribution thereof.

  • Investment Intent.........................................................................

Related to Investment Intent

  • Investment interest means investment interest as defined in section 163(d)(3) of the Internal Revenue Code.

  • Investment Advisory Agreement means the investment advisory agreement entered into between the Adviser and the Fund, as from time to time in effect.

  • Investment Advisor means, in relation to a Portfolio, the investment manager or investment advisor of the Portfolio.

  • Investment Agreements or “Flow-Through Agreements” means written agreements pursuant to which the Partnership will subscribe for Flow-Through Shares (including Flow-Through Shares issued as part of a unit) or agreements by the Partnership to otherwise invest in or purchase securities of a Resource Issuer, and in respect of Flow-Through Shares comprised of units, the Resource Issuer will covenant and agree:

  • Investment Adviser or "Adviser" means a party furnishing services to the Trust pursuant to any contract described in Article IV, Section 7(a) hereof;

  • Private Investment means a securities offering that is exempt from registration under certain provisions of the U.S. securities laws and/or similar laws of non-U.S. jurisdictions. It includes investments in hedge funds, private equity funds, limited partnerships, real estate, peer to peer lending clubs and private businesses.

  • Investment Agreement shall have the meaning set forth in the Recitals hereto.

  • Investment Canada Act means the Investment Canada Act (Canada).

  • Investment Advisers Act means the Investment Advisers Act of 1940, as amended.

  • Investment Entity means any Entity that conducts as a business (or is managed by an entity that conducts as a business) one or more of the following activities or operations for or on behalf of a customer:

  • Reinvestment Agreement means a guaranteed reinvestment agreement from a bank, insurance company or other corporation or entity, in each case, at the date of such acquisition having a credit rating of at least A-1 from S&P and at least P-1 from Moody’s; provided that such agreement provides that it is terminable by the purchaser, without penalty, if the rating assigned to such agreement by either S&P or Xxxxx’x is at any time lower than such ratings.

  • Investment Management Agreement means the Investment Management Agreement, dated as of the date hereof, by and between the Investment Manager and the Borrower.

  • Mutual Funds means (i) all open-end mutual funds; and (ii) similar pooled investment vehicles established in non-U.S. jurisdictions, such as registered investment trusts in Japan. For purposes of the Code, Mutual Fund does not include shares of open-end money market mutual funds (unless otherwise advised by Compliance).

  • investment advice means the provision of personal recommendations to a client, either upon its request or at the initiative of the investment firm, in respect of one or more transactions relating to financial instruments;

  • Investment is any beneficial ownership interest in any Person (including stock, partnership interest or other securities), and any loan, advance or capital contribution to any Person.

  • Reinvestment Agreements One or more reinvestment agreements, acceptable to the Rating Agencies, from a bank, insurance company or other corporation or entity (including the Trustee).

  • Investment Client means (i) any investment company registered as such under the Investment Company Act, any series thereof, or any component of such series for which the Adviser acts as investment adviser; or (ii) any private account for which the Adviser acts as investment adviser.

  • Family of Investment Companies as used herein means two or more registered investment companies (or series thereof) that have the same investment adviser or investment advisers that are affiliated (by virtue of being majority owned subsidiaries of the same parent or because one investment adviser is a majority owned subsidiary of the other).

  • investment dealer means a person or company registered in the category of investment dealer;

  • Investment Assets means all debentures, notes and other evidences of Indebtedness, stocks, securities (including rights to purchase and securities convertible into or exchangeable for other securities), interests in joint ventures and general and limited partnerships, mortgage loans and other investment or portfolio assets owned of record or beneficially by the Company.

  • Money market mutual fund means an open-end managed investment fund:

  • Investment Company Client means any Investment Company (or series thereof ) as to which the Firm is an investment adviser or investment sub-adviser.

  • Investment Date means the date of the Investment Commitment Closing.

  • Investment Advisory Services means (a) advice with respect to the desirability of investing in, purchasing or selling securities or other property, including the power to determine what securities or other property shall be purchased or sold, but not including furnishing only statistical and other factual information (such as economic factors and trends); and (b) the provision of financial, economic or investment management services, but only if ancillary and related to the advice referred to in clause (a) above.