AGII definition
Examples of AGII in a sentence
Purchaser has substantial knowledge of and experience concerning the operations, management and financial condition of the Company and has evaluated the merits and risks of its acquisition of the AGII Shares.
Purchaser acknowledges and agrees that the AGII Shares are "restricted securities" (as defined under Rule 144 promulgated under the Securities Act) and must be held indefinitely unless they are subsequently registered under the Securities Act or an exemption from registration is available.
Purchaser has also had the opportunity to ask questions of and receive answers from the Company and its management regarding the terms and conditions of the acquisition of the AGII Shares.
The execution and delivery of this Agreement and the consummation by each of Fund and AGII of the Arrangement have been duly authorized by the trustees of Fund and the board of directors of AGII, respectively, and no other proceedings on the part of Fund or AGII are necessary to authorize this Agreement or the Arrangement.
Seller has full corporate power and authority to execute and deliver this Agreement and the Operative Agreements to which it is a party and to perform its obligations hereunder and thereunder and to consummate the transactions contemplated hereby and thereby, including, without limitation, to sell and transfer the AGII Shares pursuant to this Agreement.
Purchaser understands that the AGII Shares have not been registered under the Securities Act of 1933, as amended (the "SECURITIES ACT").
Purchaser is acquiring the AGII Shares for Purchaser's own account for investment only, and not with a view towards their distribution.
This Agreement, the AGII DIP Loan Agreement, the AGII DIP Loan Security and the Disclosure Letter constitute the entire agreement among the Parties pertaining to the subject matter hereof and supersede all prior agreements, understandings, negotiations and discussions, whether oral or written, among the Parties with respect to the subject matter hereof.
Purchaser understands that it must bear the economic risk of its acquisition and ownership of the AGII Shares indefinitely, unless the AGII Shares are registered pursuant to the Securities Act, or an exemption from registration is available.
Purchaser also understands that the AGII Shares are being offered and sold pursuant to an exemption from registration contained in the Securities Act based in part upon Purchaser's representations contained in this Agreement.