Purchaser Representation Sample Clauses

Purchaser Representation. Such Purchaser understands that the Securities are “restricted securities” and have not been registered under the Securities Act or any applicable state securities law and is acquiring the Securities as principal for its own account and not with a view to or for distributing or reselling such Securities or any part thereof, has no present intention of distributing any of such Securities and has no arrangement or understanding with any other persons regarding the distribution of such Securities (this representation and warranty not limiting such Purchaser’s right to sell the Securities pursuant to the Registration Statement or otherwise in compliance with applicable federal and state securities laws). Such Purchaser is acquiring the Securities hereunder in the ordinary course of its business. Such Purchaser does not have any agreement or understanding, directly or indirectly, with any Person to distribute any of the Securities.
Purchaser Representation. (i) Such Purchaser is either (A) a qualified institutional buyer as defined in Rule 144A of the Securities Act, (B) an accredited investor as defined in Rule 501(a)(1), (2), (3), (7) or (8) under the Securities Act, (C) a non‑U.S. person under Regulation S under the Securities Act, or (D) the foreign equivalent of (A) or (B) above, and (ii) any securities of the Company acquired by such Purchaser under this Agreement will have been acquired for investment and not with a view to distribution or resale in violation of the Securities Act.
Purchaser Representation. The Purchaser is purchasing the Shares for its own account and not with a view to distribution in violation of any securities Laws. The Purchaser has been advised and understands and acknowledges that the Shares have not been registered under the Securities Act or under the “blue sky” Laws of any jurisdiction and may be resold only if registered pursuant to the provisions of the Securities Act (or if eligible, pursuant to the provisions of Rule 144 promulgated under the Securities Act or pursuant to another available exemption from the registration requirements of the Securities Act). The Purchaser has been advised of and is aware of the provisions of Rule 144 promulgated under the Securities Act.
Purchaser Representation. Each Purchaser has such knowledge and ------------------------- experience in financial and business matters that it is capable of evaluating the merits and risks of an investment in the Shares. Each Purchaser has been given the opportunity to examine all documents requested by such Purchaser, conduct due diligence and ask questions of, and to receive answers from, the Company and its respective representatives concerning the terms and conditions of an investment in the Shares.
Purchaser Representation. Each Purchaser hereby represents, warrants and agrees that either (A) such Purchaser is not a variable interest entity as defined in FASB Accounting Standards Codification Topic 810 or (B) (i) such Purchaser’s source of funding for its Investments hereunder does not and will not be repayable or redeemable solely from 90% or more of such Purchaser’s interest in the Receivables and (ii) such Purchaser’s outstanding Capital does not and will not exceed 50% of the fair value of such Purchaser’s total assets. Each Pool Purchaser shall promptly notify the Seller and the Servicer if it becomes aware that any of the statements in the foregoing sentence are not correct.
Purchaser Representation. The Purchaser purchased the Preferred Units and is purchasing the Notes for its own account and not with a view to distribution in violation of any securities laws. The Purchaser has been advised and understands that the Preferred Units and the Notes have not been registered under the 1933 Act or under the “blue sky” laws of any jurisdiction and may be resold only if registered pursuant to the provisions of the 1933 Act or if Purchaser delivers an opinion of counsel to the Company that an exemption from registration is available or that registration not required by law. The Purchaser has been advised and understands that the Company, in issuing the Preferred Units and the Notes, is relying upon, among other things, the representations and warranties of the Purchaser contained in this Section 2.2 in concluding that such issuance is a “private offering” and is exempt from the registration provisions of the 1933 Act.
Purchaser Representation. The Purchaser understands that the Shares are, and the Underlying Common Shares will be, “restricted securities” and have not been registered under the Securities Act or any applicable state securities law and is acquiring the Shares and any Underlying Common Shares as principal for its own account and not with a view to or for distributing or reselling such Shares, Underlying Common Shares or any part thereof, has no present intention of distributing any of such Shares or Underlying Common Shares and has no arrangement or understanding with any other persons regarding the distribution of such Shares or Underlying Common Shares. The Purchaser is acquiring the Shares hereunder and any Underlying Common Shares in the ordinary course of its business. The Purchaser does not have any agreement or understanding, directly or indirectly, with any Person to distribute any of the Shares or any Underlying Common Shares.
Purchaser Representation. Purchaser has not taken and will not take and no officer, shareholder or director has taken, directly or indirectly, any action designed to, or which has constituted, or which might reasonably be expected to, cause or result in any violations of federal or state securities laws.