The Investor. (a) is knowledgeable, sophisticated and experienced in making, and is qualified to make decisions with respect to, investments in shares presenting an investment decision like that involved in the purchase of the Units, including investments in securities issued by the Company and investments in comparable companies, (b) has answered all questions on the Signature Page and the Investor Questionnaire and the answers thereto are true and correct as of the date hereof and will be true and correct as of the Closing Date and (c) in connection with its decision to purchase the number of Units set forth on the Signature Page, has received and is relying only upon the Disclosure Package and the documents incorporated by reference therein and the Offering Information.
The Investor. The Investor will deliver the Notes or an affidavit that said Notes are lost upon the execution of this Agreement. The Investor also agrees to deliver any other document reasonably requested by the Company that it deems necessary for the consummation of the transactions contemplated by this Agreement.
The Investor. (i) is the sole and true party in interest, and has acquired the Securities solely for his own account, not as a nominee or agent, for investment purposes only, and not with an intent or a view to the sale or distribution of any part thereof within the meaning of Section 2(a)(11) of the Securities Act, (ii) does not have any present intent of making a Transfer of, granting a participation in, or otherwise distributing the Securities in a manner contrary to the Securities Act or the securities Laws of any other applicable jurisdiction, nor does the Investor have any contract, undertaking, agreement, or arrangement with any person to Transfer, grant any participation in, or otherwise distribute any of the Securities to such person, and (iii) does not presently have any reason to anticipate any change in circumstances or other particular occasion or event which would cause the Investor to need to sell the Securities, except in accordance with the terms of this Agreement and in compliance with all applicable federal and state securities Laws.
The Investor. The Investor agrees that the Notes shall be immediately and automatically cancelled on the books of the Company upon the full execution of this Agreement. The Investor also agrees to deliver any other document reasonably requested by the Company that it deems necessary for the consummation of the transactions contemplated by this Agreement.
The Investor. (i) has been furnished all agreements, documents, records and books that the Investor has requested relating to an investment in the Acquired Shares; and (ii) has been given the opportunity to ask questions of, and receive answers from, the Company concerning the terms and conditions of the Offering, the Preferred Stock, the Company and its business and to obtain such additional information that was otherwise provided, and it has not been furnished any other literature relating to the Offering, the Preferred Stock, the Company or its business.
The Investor. (1) Has carefully read this Subscription Agreement and the Term Sheet, understand and have evaluated the risks of a purchase of the Securities and has relied solely (except as indicated in subsections (2) and (3) below) on the information contained in the Term Sheet and this Subscription Agreement;
The Investor. No election, notice, consent, waiver or other action of the Investor required to be given or taken hereunder shall be effective unless such election, notice, consent, waiver or other action is joined in by both of the Funds.
The Investor. (i) has a pre-existing personal or business relationship with the Company or any of its officers, directors or controlling persons or (ii) by reason of the Investor's business or financial experience or the business or financial experience of the Investor's professional advisors who are unaffiliated with and who are not compensated by the Company, directly or indirectly, can be reasonably assumed to have the capacity to protect the Investor's interests in connection with the investment in the Shares.