Investor Acknowledgment. Investor acknowledges that it has made its own assessment of the present condition and the future prospects of the Company, the Company Subsidiaries and the Business and is sufficiently experienced to make an informed judgment with respect thereto. Investor acknowledges that, except as explicitly set forth herein, neither Seller nor any of its Affiliates has made any representation or warranty, express or implied, as to the Company, the Company Subsidiaries or the Business (including the prospects thereof or their profitability for Investor), or with respect to any forecasts, projections or business plans or other information prepared by or on behalf of Seller and delivered to Investor in connection with Investor’s review of the Company, the Company Subsidiaries or the Business and the negotiation and the execution of this Agreement and the Ancillary Agreements.
Investor Acknowledgment. Subscriber acknowledges that Subscriber understands that the Fund and Headwinds Management LLC, a Tennessee limited liability company and the sole manager of the Fund (the “Manager”), are relying upon the accuracy of the representations and warranties of Subscriber contained herein in complying with their obligations under applicable securities laws.
Investor Acknowledgment. None of the Purchased Shares to which this Investment Purchase Agreement relates have been registered under the United States Securities Act of 1933, as amended (the "1933 Act"), or any U.S. State securities laws, and, unless so registered, none may be offered or sold in the United States or to U.S. Persons except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the 1933 Act and in each case only in accordance with applicable state securities laws.
