Common use of Additional Investment Representations Clause in Contracts

Additional Investment Representations. The Executive represents and warrants that (a) the Executive's financial situation is such that he can afford to bear the economic risk of holding the Shares for an indefinite period of time, has adequate means for providing for his current needs and personal contingencies, and can afford to suffer complete loss of his investment in the Shares; (b) the Executive's knowledge and experience in financial and business matters are such that he is capable of evaluating the merits and risks of the investment in the Shares as contemplated by this Agreement; (c) the Executive understands that the Shares are a speculative investment which involve a high degree of risk of loss of his investment therein, there are substantial restrictions on the transferability of the Shares, and, on the date hereof and for an indefinite period, there will be no public market for the Shares and, accordingly, it may not be possible for the Executive to liquidate his investment in case of emergency, if at all; (d) in making his decision to acquire the Shares hereby acquired, the Executive has relied upon independent investigations made by him and, to the extent believed by the Executive to be appropriate, his representatives, including his own professional, financial, tax and other advisors; (e) the Executive and his representatives have been given the opportunity to examine all documents and to ask questions of, and to receive answers from, the Company and their representatives concerning the terms and conditions of the acquisition of the Shares and to obtain any additional information which the Executive or his representatives deem necessary; (f) the Executive is a management employee of the Company and as such has a high level of familiarity with the business, operations, financial condition and prospect of the Company; and (g) the Executive understands that no dividends are expected to be paid on the Shares in the foreseeable future.

Appears in 2 contracts

Samples: Executive Subscription Agreement (Archibald Candy Corp), Executive Subscription Agreement (Archibald Candy Corp)

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Additional Investment Representations. The Executive Purchaser represents and warrants that (a) the ExecutivePurchaser's financial situation is such that he can afford to bear the economic risk of holding the Shares for an indefinite period of time, has adequate means for providing for his current needs and personal contingencies, and can afford to suffer complete loss of his investment in the Shares; (b) the ExecutivePurchaser's knowledge and experience in financial and business matters are such that he is capable of evaluating the merits and risks of the investment in the Shares as contemplated by this Agreement; (c) the Executive Purchaser understands that the Shares are a speculative investment which involve a high degree of risk of loss of his investment therein, there are substantial restrictions on the transferability of the Shares, and, on the date hereof and for an indefinite period, there will be no public market for the Shares and, accordingly, it may not be possible for the Executive Purchaser to liquidate his investment in case of emergency, if at all; (d) in making his decision to acquire purchase the Shares hereby acquiredpurchased, the Executive Purchaser has relied upon independent investigations made by him and, to the extent believed by the Executive Purchaser to be appropriate, his representatives, including his own professional, financial, tax and other advisors; (e) the Executive Purchaser and his representatives have been given the opportunity to examine all documents and to ask questions of, and to receive answers from, the Company and their representatives concerning the terms and conditions of the acquisition purchase of the Shares and to obtain any additional information which the Executive Purchaser or his representatives deem necessary; (f) the Executive Purchaser is a management an officer or key employee of the Company and as such has a high level of familiarity with the business, operations, financial condition and prospect of the Company; and (g) the Executive Purchaser understands that the Company is under no obligation to declare or pay dividends are expected to be paid on in respect of the Shares in the foreseeable futureShares.

Appears in 1 contract

Samples: Subscription Agreement (Morningstar, Inc.)

Additional Investment Representations. The Executive Investor represents and warrants that (a) the ExecutiveInvestor is an "Accredited Investor", as such term is defined in Regulation D of the Securities Act; (b) the Investor's financial situation is such that he it can afford to bear the economic risk of holding the Shares for an indefinite period of time, has adequate means for providing for his current needs time and personal contingencies, and can afford to suffer complete loss of his its investment in the Shares; (bc) the ExecutiveInvestor's knowledge and experience in financial and business matters are such that he it is capable of evaluating the merits and risks of the its investment in the Shares as contemplated by this AgreementShares; (cd) the Executive Investor understands that the Shares are a speculative investment which involve a high degree of risk of loss of his its investment therein, that there are substantial restrictions on the transferability of the Shares, and, Shares and that on the date hereof Closing Date and for an indefinite period, period following the Closing there will be no public market for the Shares and, accordingly, it may not be possible for the Executive to liquidate his its investment in the Company in case of emergency, if at all; (de) in making his the decision to acquire invest in the Shares hereby acquiredhereunder, the Executive Investor has relied upon independent investigations made by him the Investor and, to the extent believed by the Executive Investor to be appropriate, his its representatives, including his its own professional, financial, tax and other advisors; and (ef) the Executive Investor and his the Investor's representatives have been given the opportunity to examine all documents and to ask questions of, and to receive answers from, the Company and their its representatives concerning the terms and conditions of the acquisition of investment in the Shares Shares, and no representations have been made to obtain any additional information which the Executive Investor or his the Investor's representatives deem necessary; (f) concerning the Executive is a management employee of the Company and as such has a high level of familiarity with the businessShares, operations, financial condition and prospect of the Company; and (g) the Executive understands that no dividends are expected to be paid on the Shares in the foreseeable future, its subsidiaries, their business or prospects or other matters.

Appears in 1 contract

Samples: Form of Stock Subscription Agreement (Goss Graphic Systems Inc)

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Additional Investment Representations. The Executive Purchaser represents and warrants that (a) the ExecutivePurchaser's financial situation is such that he can afford to bear the economic risk of holding the Shares for an indefinite period of time, has adequate means for providing for his current needs and personal contingencies, and can afford to suffer complete loss of his investment in the Shares; (b) the ExecutivePurchaser's knowledge and experience in financial and business matters are such that he is capable of evaluating the merits and risks of the investment in the Shares as contemplated by this Agreement; (c) the Executive Purchaser understands that the Shares are a speculative investment which involve a high degree of risk of loss of his investment therein, there are substantial restrictions on the transferability of the Shares, and, on the date hereof and for an indefinite period, there will be no public market for the Shares and, accordingly, it may not be possible for the Executive Purchaser to liquidate his investment in case of emergency, if at all; (d) in making his decision to acquire purchase the Shares hereby acquiredpurchased, the Executive Purchaser has relied upon independent investigations made by him and, to the extent believed by the Executive Purchaser to be appropriate, his representatives, including his own professional, financial, tax and other advisors; (e) the Executive Purchaser and his representatives have been given the opportunity to examine all documents and to ask questions of, and to receive answers from, the Company and their representatives concerning the terms and conditions of the acquisition purchase of the Shares and to obtain any additional information which the Executive Purchaser or his representatives deem necessary; (f) the Executive Purchaser is a management an officer or key employee of the Company and as such has a high level of familiarity with the business, operations, financial condition and prospect of the Company; and (g) the Executive Purchaser understands that no dividends are expected to be paid on the Shares in the foreseeable future.

Appears in 1 contract

Samples: Management Subscription Agreement (Jordan Telecommunication Products Inc)

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