Common use of Securities Law Matters Restrictions on Transfer Clause in Contracts

Securities Law Matters Restrictions on Transfer. (a) The Acquired Company and the Shareholders acknowledge that the REIT intends the offer and issuance of the REIT Common Shares to be exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”) and applicable state securities laws by virtue of (i) the status of the Shareholders as “accredited investors” within the meaning of the federal securities laws, and (ii) Section 4(2) of the Securities Act, and that the REIT will rely in part upon the representations and warranties made by the Acquired Company and the Shareholders in this Agreement in making the determination that the offer and issuance of the REIT Common Shares qualify for exemption under Section 4(2) of the Securities Act.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Kite Realty Group Trust), Agreement and Plan of Merger (Kite Realty Group Trust)

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Securities Law Matters Restrictions on Transfer. (a) The Acquired Company and the Shareholders acknowledge that the REIT intends the offer and issuance of the REIT Common Shares to be exempt from registration under the Securities Act of 1933, as amended (the "Securities Act") and applicable state securities laws by virtue of (i) the status of the Shareholders as "accredited investors" within the meaning of the federal securities laws, and (ii) Section 4(2) of the Securities Act, and that the REIT will rely in part upon the representations and warranties made by the Acquired Company and the Shareholders in this Agreement in making the determination that the offer and issuance of the REIT Common Shares qualify for exemption under Section 4(2) of the Securities Act.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Kite Realty Group Trust)

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Securities Law Matters Restrictions on Transfer. (a) The Acquired Company and the Shareholders Shareholder acknowledge that the REIT intends the offer and issuance of the REIT Common Shares to be exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”) and applicable state securities laws by virtue of (i) the status of the Shareholders Shareholder and each member of the Shareholder as an “accredited investorsinvestor” within the meaning of the federal securities laws, and (ii) Section 4(2) of the Securities Act, and that the REIT will rely in part upon the representations and warranties made by the Acquired Company and the Shareholders Shareholder in this Agreement in making the determination that the offer and issuance of the REIT Common Shares qualify for exemption under Section 4(2) of the Securities Act.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Kite Realty Group Trust)

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