Purchaser Acknowledgements Sample Clauses

Purchaser Acknowledgements. The Purchaser acknowledges that the Shares have not been registered under the Securities Act or under any state or foreign securities laws. The Purchaser (i) acknowledges that it is acquiring the Shares pursuant to an exemption from registration under the Securities Act solely for investment with no present intention to distribute any of the Shares to any person in violation of applicable securities laws, (ii) will not sell or otherwise dispose of any of the Shares, except in compliance with the registration requirements or exemption provisions of the Securities Act and any other applicable securities laws, (iii) has such knowledge and experience in financial and business matters and in investments of this type that it is capable of evaluating the merits and risks of its investment in the Shares and of making an informed investment decision, (iv) is an “accredited investor” (as that term is defined by Rule 501 of the Securities Act) and (v) (A) has been furnished with or has had full access to all the information that it considers necessary or appropriate to make an informed investment decision with respect to the Shares, (B) has had an opportunity to discuss with management of the Company the intended business and financial affairs of the Company and, in connection therewith, obtained information necessary to verify any information furnished to it or to which it had access (it being agreed and understood that this Clause (v) does not affect the Company’s representations and warranties contained in Section 3) and (C) can bear the economic risk of (x) an investment in the Shares indefinitely and (y) a total loss in respect of such investment. The Purchaser has such knowledge and experience in business and financial matters so as to enable it to understand and evaluate the risks of and form an investment decision with respect to its investment in the Shares and to protect its own interest in connection with such investment. The Purchaser understands that there is no assurance that any exemption from registration under the Securities Act will be available to transfer the Shares and that, even if available, such exemption may not allow the Purchaser to transfer all or any portion of the Shares under the circumstances, in the amounts or at the times the Purchaser might propose.
AutoNDA by SimpleDocs
Purchaser Acknowledgements. The Purchaser acknowledges and agrees that:
Purchaser Acknowledgements. Purchaser specifically acknowledges that, except for Sellers’ representations set forth in this Agreement, the Schedules attached hereto and the other Seller Documents, Purchaser is not relying on any representations or warranties of any kind whatsoever, express or implied, from any Seller, Matrix, or any director, officer, partner, employee, representative, broker or other agents of either of them, as to any matters concerning the Locations, the Assets and/or the business conducted therewith, including: (a) the condition or safety of the Assets or Real Properties or any improvements thereon, including plumbing, sewer, heating and electrical systems, roofing, air conditioning, if any, foundations, soils and geology, lot size, or suitability of the Real Properties or its improvements for a particular purpose; (b) whether the appliances, if any, plumbing or utilities are in working order; (c) the habitability or suitability for occupancy of any structure and the quality of its construction; (d) the fitness or condition of any personal property; (e) whether the fixtures or improvements, including the Fuel Equipment, are structurally sound, in good condition, or in compliance with applicable Laws; (f) the profits or losses relating to operations at the Locations; (g) the legal or tax consequences of this Agreement or the transactions contemplated hereby; (h) the environmental condition of the Real Properties, including but not limited to the possible presence of petroleum products and/or hazardous substances in, under or near the Real Properties; and (i) the completeness or accuracy of any information provided to Purchaser by Sellers or their agents. Purchaser understands the legal significance of the foregoing provisions and acknowledges that they are a material inducement to Sellers’ willingness to enter into this Agreement.
Purchaser Acknowledgements. 3.1 The Purchaser acknowledges that prior to entering into this Agreement, it has caused a proper and satisfactory inspection of and due diligence in respect of the Land and matters and documents relating to it.
Purchaser Acknowledgements. The purchaser acknowledges that they are purchasing the property:
Purchaser Acknowledgements. If a Purchaser is a consumer under the Australian Consumer Law (under the Competition and Consumer Act 2010 (Cth)) (“Australian Consumer Law”), the Purchaser has certain non-excludable rights, including that goods are of an acceptable quality. Nothing in this Contract excludes or restricts any rights a Purchaser has under the Australian Consumer Law. Subject to this, the Purchaser acknowledges and agrees that:
Purchaser Acknowledgements. The Purchaser acknowledges that the Subject Shares are being offered for sale by the Selling Shareholder and not Company, its wholly-owned bank subsidiary Bank of Sun Prairie (the “Bank”), or any of their officers, employees or directors and that neither the Company nor the Bank is making any representations or warranties with respect to the Subject Shares. Further, the Company can make no assurances that the Selling Shareholder will confirm the transaction on the terms set forth on this Offer Acceptance Form. The Purchaser further acknowledges that the Company, the Bank and the officers, employees and directors of the Company and the Bank (collectively, the “Company Parties”) may from time to time be aware of certain material non-public information regarding the operations or the prospects of the Company and/or the Bank, which information, if known to the Selling Shareholder or the Purchaser, could influence the price at which the Subject Shares are traded, and that the Company Parties are under no obligation and are strictly prohibited from disclosing such information to either the Selling Shareholder or the Purchaser, including whether any such material non-public information exists. The Purchaser further acknowledges that the transaction contemplated by this Offer Acceptance Form is subject to the Company’s right of first refusal as set forth in its Articles of Incorporation. Please enter the exact name in which the Subject Shares should be registered if the transaction is consummated: PURCHASER Print Name: Date: Address: SELLER CONFIRMATION Telephone No.: Email: The Selling Shareholder hereby confirms the Purchaser’s acceptance on the terms set forth on this Offer Acceptance Form. SELLING SHAREHOLDER Print Name: Date:
AutoNDA by SimpleDocs
Purchaser Acknowledgements. In connection with the purchase and sale of the Securities, each Purchaser understands and acknowledges to the Company that:
Purchaser Acknowledgements. Purchaser has carefully reviewed, acknowledges, understands and assumes the following information and risks, as well as all other risks associated with the Coins (including those not discussed herein), all of which could render the Coins worthless or of little value:
Purchaser Acknowledgements. Purchaser has carefully reviewed, acknowledges, understands and assumes the following information and risks, as well as all other risks associated with the Security Tokens (including those not discussed herein), all of which could render the Security Tokens worthless or of little value:
Time is Money Join Law Insider Premium to draft better contracts faster.