Investment in Shares Sample Clauses

Investment in Shares. Fenix is acquiring the Shareholders’ Shares for investment purposes and not with a view to a distribution of the Shares.
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Investment in Shares. (a) Buyer is acquiring the Shares for its own account and not with a view to their distribution within the meaning of Section 2(11) of the Securities Act.
Investment in Shares. Purchaser is acquiring the Shareholders’ Shares for investment purposes and not with a view to a distribution of the Shares.
Investment in Shares. Each of the Seller and Sub has such knowledge, skill and experience in business, financial and investment matters that it is capable of evaluating the merits and risks of the Shares. Each of the Seller and Sub understands that the Shares arerestricted securities” under the Stockholders Agreement, and applicable federal securities laws and that applicable securities laws provide in substance that it may dispose of the Shares only in accordance with the Stockholders Agreement and only pursuant to an effective registration statement under such laws or an exemption therefrom, and it understands that the Buyer has no obligation or intention to register the Shares under applicable securities laws.
Investment in Shares. (a) Purchaser will hold the Shares transferred to it pursuant to this Agreement for investment and not with a view to, or for resale in connection with, any distribution thereof within the meaning of the Securities Act. Subject to the terms of Section 6.10, Purchaser does not have any present intention of selling, offering to sell or otherwise disposing of or distributing the Shares transferred to it pursuant to this Agreement.
Investment in Shares. Seller and each Shareholder represents that:
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Investment in Shares i The Seller understands that the Shares have not been and will not be registered under the Securities Act of 1933, as amended (the "1933 Act"), or any applicable state securities Laws, and that the issuance of the Shares contemplated hereby is being made in reliance on one or more exemptions from registration under the 1933 Act and under applicable registration exemptions from state securities Laws. ii The Seller is acquiring the Shares for its own account, for investment purposes only, and not with a view to any resale or distribution in violation of the registration requirements of the 1933 Act; and will not offer, sell or otherwise transfer any of the Shares except under circumstances which will not result in a violation of the 1933 Act and only after all other requirements set forth in this Agreement, the Escrow Agreement and the other agreements relating to the transactions contemplated herein and therein have been satisfied.
Investment in Shares. (a) The Shares to be issued to Seller pursuant to this Agreement will be acquired for investment purposes only for Seller’s own account, not as a nominee or agent, and not with a view to the resale or distribution of any part thereof, and Seller has no present intention of selling, granting any participation in, or otherwise distributing such Shares. Except for its entrance into the Stockholders Agreement, Seller 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 of such Shares.
Investment in Shares. Buyer acknowledges that the Shares are -------------------- not registered under the Securities Act of 1933, as amended (the "Securities Act"), or under any state or foreign securities laws and that the Shares are being sold to Buyer in reliance upon the representations and warranties contained in this Section 5.6. Buyer further understands that the sale of the Shares is intended to be exempt from registration under the Securities Act and under any applicable state securities laws. In furtherance thereof, Buyer represents and warrants to and agrees with the Shareholder that (i) Buyer is purchasing the Shares for Buyer's own account, for investment purposes only and not with a view to the resale or distribution thereof except in compliance with the Securities Act and any applicable state and foreign securities laws and (ii) Buyer is an "accredited investor," as such term is defined in Rule 501 of Regulation D promulgated under the Securities Act.
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