Acquired for Investment. The Investor represents and warrants ----------------------- that the Notes and Warrants are being acquired by the Investor in good faith for investment and not with a view to or for sale in connection with any distribution. The Investor understands and agrees that he/she must hold the Notes and Warrants (or shares if the Warrants are exercised) indefinitely unless they are subsequently registered under the 1933 Act or an exemption from registration is available.
Acquired for Investment. (i) The Management Investor represents and warrants that: (A) Restricted Shares will be acquired for his own account for investment, without any present intention of selling or further distributing the same, and he does not have any reason to anticipate any change in his circumstances or any other particular occasion or event which would cause him to sell any of such Common Stock; and (B) he is fully aware that in agreeing to grant such Common Stock to him, the Company and SCT Chassis will be relying upon the truth and accuracy of these representations and warranties. The Management Investor agrees that he will not Transfer any Restricted Shares prior to an IPO, except to a Related Transferee in accordance with the terms of this Agreement or as otherwise may be permitted or required under this Agreement. Any such Transfer must be in compliance with the Act, the rules and regulations of the Securities and Exchange Commission thereunder, the relevant state securities laws applicable to the Management Investor’s action and the terms of this Agreement.
Acquired for Investment. Such Principal is acquiring the shares of Parent Common Stock and Parent Series B Stock to be received by such Principal in the Merger for such Principal's own account for investment and not for, with a view to or in connection with any resale or distribution thereof.
Acquired for Investment. (i) The Participant represents and warrants that: (A) any shares of Common Stock delivered in settlement of the RSUs will be acquired for the Participant’s own account for investment, without any present intention of selling or further distributing the same, and the Participant does not have any reason to anticipate any change in the Participant’s circumstances or any other particular occasion or event which would cause the Participant to sell any of such Common Stock; and (B) the Participant is fully aware that in agreeing to grant the RSUs and to deliver any such shares of Common Stock to the Participant, the Company and SCT Chassis will be relying upon the truth and accuracy of these representations and warranties. The Participant agrees that the Participant will not Transfer any Applicable Shares prior to an IPO, except to a Related Transferee in accordance with the terms of this Agreement or as otherwise may be permitted or required under this Agreement. Any such Transfer must be in compliance with the Act, the rules and regulations of the Securities and Exchange Commission thereunder, the relevant state securities laws applicable to the Participant’s action and the terms of this Agreement.
Acquired for Investment. Each of the Shareholders acknowledges that the Parent Shares and the Notes will be for the recipient's own account for investment and not for, with a view to, or in connection with any resale or distribution thereof that would be in violation of the registration requirements of the securities laws of the United States of America or any state thereof.
Acquired for Investment. This Agreement is made in reliance upon the representation by each of the Registered Holders to Community Shores, which, by such Registered Holder’s execution of this Agreement, the Registered Holder hereby confirms, that the Conversion Shares are being and will be acquired for investment for the accounts of the Registered Holders. The Registered Holders do not intend to engage in the Conversion as nominee or agent, nor with a view to the resale or distribution of any part of the Conversion Shares, and none of the Registered Holders nor any of their respective officers, members, partners, shareholders, managers, directors or representatives with the authority, responsibility or power to make a decision with regard to the purchase or sale of the common stocks or any portion thereof (collectively, “Representatives”) has any present intention of selling, granting any participation in or otherwise distributing the same. Each Registered Holder and its Representatives are familiar with the phrase “acquired for investment and not with a view to distribution” as it relates to the Securities Act and state securities laws and the special meaning given to such term by the Securities and Exchange Commission (the “SEC”). By executing this Agreement, each Registered Holder further represents that such Registered Holder does not have any contract, undertaking, agreement or arrangement with any person to sell, transfer or grant participations to such person or to any third person, with respect to any of Conversion Shares, other than as set forth in Section 1. 3 Debt Conversion Agreement
Acquired for Investment. The Purchaser is acquiring the Issued Preferred Stock for its own account and not with a view to, or for sale in connection with, a distribution, as that term is used in Section 2(11) of the 1933 Act, of the Issued Preferred Stock; provided that the Purchaser may transfer all or any portion of the Issued Preferred Stock to another person or entity that is an “accredited investor” within the mean of the 1933 Act, and the rules promulgated thereunder.
Acquired for Investment. Each Stockholder is acquiring the shares of WaveRider Common Stock to be received by the Stockholder in the Exchange for the Stockholder's own account for investment and not for, with a view to or in connection with any resale or distribution thereof that would be in violation of the registration requirements of the securities laws of the United States of America or any state thereof.
Acquired for Investment. The Acquiror Common Stock to be received by him will be acquired by him for investment, for his own account, not as a nominee or agent, and not with a view to the resale or distribution of any part thereof, and he has no present intention of selling, granting any participation in, or otherwise distributing the same and has no contract, undertaking, agreement or arrangement with any person to sell, transfer or grant participations to such person or to any third person, with respect to any Acquiror Common Stock.
Acquired for Investment. The Purchaser is acquiring the Preferred Shares and will acquire the Treasury Stock for its own account and not with a view to, or for sale in connection with, a distribution, as that term is used in the Securities Act, of the Preferred Shares or the Treasury Stock, as the case may be. The Purchaser may transfer all or any portion of the Preferred Shares to another person or entity that is an “accredited investor” within the meaning of the Securities Act, and the rules promulgated thereunder.
