(a) Neither Grantee nor anyone acting on Grantees behalf has paid or will pay a commission or other remuneration to any person in connection with the acquisition of the Class B Units; and
(b) At the time and as a condition of delivery of documents evidencing the Class B Units, Grantee will be deemed to have made all the representations and warranties contained in this Paragraph 7 with respect to such Class B Units and may be required to make other representations concerning investment intent as a condition of the delivery of such Class B Units by the Company.
7.5 All Awards Subject to Written Agreement. Grantee acknowledges he has not heretofore received from the Company, and is not the holder of, any equity-related award (including, without limitation, the Class B Units), other than awards, if any, evidenced by a written agreement between the Company and Grantee.
7.6 No Reliance on the Company. In making his investment decision with respect to the receipt of the Class B Units, Grantee has not relied upon the Company or any of its Affiliates, or any representative thereof for any advice of any sort, including, but not limited to tax or securities law advice.
7.7 Private Offering. Grantee has not become aware of, and has not entered into this Agreement as a result of, any advertisement in printed media of general and regular paid circulation (or other printed public media), radio, television or telecommunications or other form of advertisement (including electronic display) with respect to the Company or the offering or the distribution of the Class B Units.
7.8 Regulation S. If Grantee is not a U.S. citizen or resident, Grantee at the time such Class B Units are offered and acquired will not be a U.S. person (as defined in Regulation S) and will be located outside of the United States.
7.9 Becoming a Member; No Access to Company or Employer Group Information. As a further condition to the issuance of the Class B Units pursuant to this Agreement, Grantee shall execute and deliver to the Company a copy of the Company LLC Agreement, together with such other documents as the Managing Member may require, evidencing such Grantees status as a Member (as defined in the Company LLC Agreement) of the Company. Notwithstanding Grantees status as a Member of the Company, Grantee shall have no right whatsoever to (a) examine the books and records of the Company or member of the Employer Group or (b) obtain any information about the identities of the other Members of the Company or members of the Employer Group (or of the size or nature of such other members interests in the Company or any member of the Employer Group, respectively).
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Profits Interests; Section 83(b) Election.
8.1 Each of Class B Unit is intended to constitute a profits interest within the meaning of Internal Revenue Service Revenue Procedure 93-27. A profits interest is granted in connection with the performance of services and is a right to receive