Investment Representations definition

Investment Representations has the meaning set forth in Section 6.2(a).

Investment Representations has the meaning set forth in the lead in to Article 5.

Investment Representations has the meaning assigned to such term in Section 11.07.

Examples of Investment Representations in a sentence

• The Option is granted subject to all of the applicable terms and provisions of the Plan, including, but not limited to, the limitations on the Company's obligation to deliver Optioned Shares upon exercise set forth in Section 9.1 (Violation of Law), Section 9.2 (Corporate Restrictions on Rights in Stock), Section 9.3 (Investment Representations) and Section 9.7 (Tax Withholding).

• The Option is granted subject to all of the applicable terms and provisions of the Plan, including, but not limited to, the limitations on the Company’s obligation to deliver Option Shares upon exercise set forth in Section 9.1 (Violation of Law), Section 9.2 (Corporate Restrictions on Rights in Stock), Section 9.3 (Investment Representations) and Section 9.7 (Tax Withholding).

• The Option is granted subject to all of the applicable terms and provisions of the Plan, which terms and provisions are incorporated herein by reference pursuant to Section 1 of this Agreement, including, but not limited to, the limitations on the Company’s obligation to deliver Option Shares upon exercise set forth in Section 9.2 (Violation of Law), Section 9.3 (Corporate Restrictions on Rights in Stock), Section 9.4 (Investment Representations) and Section 9.7 (Tax Withholding).

• The Units are granted subject to all of the applicable terms and provisions of the Plan, including, but not limited to, the limitations on the Company’s obligation to deliver shares of Common Stock upon termination of the restrictions set forth in Section 9.1 (Violation of Law), Section 9.2 (Corporate Restrictions on Rights in Stock), and Section 9.3 (Investment Representations).

• The Investment Representations shall be true and correct in all respects when made, and shall be true and correct in all respects on the Closing Date with the same force and effect as if they had been made on and as of said date.

More Definitions of Investment Representations

Investment Representations means those investment representations, dated as of the Closing Date, in the form set forth in Exhibit C.

Investment Representations in no way limit or otherwise modify any of the representations, warranties or covenants made by the Company and/or any Seller, and Buyer is entitled to rely thereon as if none of the following Investment Representations had been made by Buyer.

Investment Representations has the meaning set forth in Section 4.23.

Investment Representations. Subscriber understands that the Securities have not been registered under the Securities Act. Subscriber also understands that the Securities are being offered and sold pursuant to an exemption from registration contained in the Securities Act based in part upon Subscriber's representations contained in this Subscription Agreement.

Investment Representations upon which Seller is relying: (i) Buyer is acquiring the Membership Interest for investment for Buyer's own account, not as a nominee or agent, and not with a view to, or for resale in connection with, any distribution thereof. (ii) Buyer understands that the Membership Interest to be purchased has not been registered under the 1933 Act on the ground that the sale provided for in this Agreement and the issuance of securities hereunder is exempt from registration under the 1933 Act pursuant to Section 4(2) thereof which depends upon, among other things, the bona fide nature of the investment intent as expressed herein. (iii) Buyer is experienced in evaluating and investing in recently organized companies such as the Company, is able to fend for itself in the transactions contemplated by this Agreement, has such knowledge and experience in financial business matters as to be capable of evaluating the merits and risks of his investment, and has the ability to bear the economic risks of his investment. Buyer has had an opportunity to discuss the Company's business, management and financial affairs with the Company's management and to review the Company's facilities. (iv) Buyer understands that the Membership Interest may not be sold, transferred, or otherwise disposed of without registration under the 1933 Act or pursuant to an exemption therefrom, and that in the absence of an effective registration statement covering the Membership Interest or an available exemption from registration under the 1933 Act, the Membership Interest must be held indefinitely. In particular, Buyer is aware that the Membership Interest may not be sold pursuant to Rule 144 promulgated under the 1933 Act unless all of the conditions of that Rule are met. Among the conditions for use of Rule 144 is the availability of current information to the public about the Company. Such information is not now available and the Company has no present plans to make such information available. (v) Buyer has a preexisting business or personal relationship with the Company or one of its directors, officers or controlling persons, or by reason of Buyer's business or financial experience or the business or financial experience of his or its professional advisor(s) who are unaffiliated with and who are not compensated by Company or any affiliate or selling agent of Company, directly or indirectly, Buyer has, or could be reasonably assumed to have, the capacity to protect Buyer's own interests in connectio...

Investment Representations. Tax Effects of Investment.

Investment Representations. The Purchaser shall represent to the Company that it is an “accredited investor” within the meaning of Rule 501 of Regulation D under the Securities Act, among other customary investment representations. Expenses: The Company will pay all reasonable costs and expenses incurred in connection with the transaction contemplated hereby, including without limitation reasonable and documented legal fees of counsel to the Purchaser, up to a maximum of $50,000. Other Purchasers: To the extent of any concurrent investment in the Securities by an investor other than the Purchaser, no other such purchaser shall receive more favorable terms than those provided for herein.