Investment Representations Clause Example with 7 Variations from Business Contracts

Investment Representations. The initial Registered Holder represents and warrants to the Company as follows: (a) Investment. The Registered Holder It is acquiring the Warrant, and (if and when the Registered Holder it exercises this Warrant) the Registered Holder it will acquire the Warrant Shares, for the Registered Holder's its own account for investment and not with a view to, or for sale in connection with, any distribution thereof, nor with any present intention of distributing or selling the same; and the Registered ...Holder has no present or contemplated agreement, undertaking, arrangement, obligation, indebtedness or commitment providing for the disposition thereof. (b) Accredited Investor. The Registered Holder is an "accredited investor" as defined in Rule 501(a) under the 1933 Act. Securities Act of 1933, as amended (the "Act"). (c) Experience. The Registered Holder has made such inquiry concerning the Company and its business and personnel the Registered Holder he as it has deemed appropriate; and the Registered Holder has sufficient knowledge and experience in finance and business that the Registered Holder it is capable of evaluating the risks and merits of the Registered Holder's its investment in the Company. (d) Company Member. The Registered Holder entered into a "Membership Agreement" with the Company at the Company's location at 154 Grand Street, New York, NY 10013 on or before February 2011. View More

Investment Representations. The initial Registered Holder represents and warrants to the Company as follows: (a) Investment. The Registered Holder It is acquiring the Warrant, and (if and when the Registered Holder it exercises this Warrant) the Registered Holder it will acquire the Warrant Shares, for the Registered Holder's its own account for investment and not with a view to, or for sale in connection with, any distribution thereof, nor with any present intention of distributing or selling the same; and the Registered ...Holder has no present or contemplated agreement, undertaking, arrangement, obligation, indebtedness or commitment providing for the disposition thereof. (b) Accredited Investor. The Registered Holder is an "accredited investor" as defined in Rule 501(a) under the 1933 Act. (c) Experience. The Registered Holder has made such inquiry concerning the Company and its business and personnel the Registered Holder he as it has deemed appropriate; and the Registered Holder has sufficient knowledge and experience in finance and business that the Registered Holder it is capable of evaluating the risks and merits of the Registered Holder's its investment in the Company. View More

Investment Representations. The initial Registered Holder represents and warrants to the Company as follows: (a) Investment. The Registered Holder is acquiring the Warrant, and (if and when the Registered Holder exercises this Warrant) the Registered Holder will acquire the Warrant Shares, for the Registered Holder's own account for investment and not with a view to, or for sale in connection with, any distribution thereof, nor with any present intention of distributing or selling the same; and the Registered Holder has no... present or contemplated agreement, undertaking, arrangement, obligation, indebtedness or commitment providing for the disposition thereof. (b) Accredited Investor. The Registered Holder is an "accredited investor" as defined in Rule 501(a) under the 1933 Act. (c) Experience. The Registered Holder has made such inquiry concerning the Company and its business and personnel the Registered Holder he has deemed appropriate; and the Registered Holder has sufficient knowledge and experience in finance and business that the Registered Holder is capable of evaluating the risks and merits of the Registered Holder's investment in the Company. 5. Transfers, etc. (a) This Warrant and the Warrant Shares shall not be sold or transferred unless either (i) they first shall have been registered under the Act, or (ii) the Company first shall have been furnished with an opinion of legal counsel, reasonably satisfactory to the Company, to the effect that such sale or transfer is exempt from the registration requirements of the Act. (b) The Registered Holder acknowledges and agrees that the Warrant Shares shall be subject to the restrictive legend requirements set forth in that certain Securities Purchase Agreement, dated December 18, 2019, between the Company and the investors named therein. (c) The Company will maintain a register containing the name and address of the Registered Holder of this Warrant. The Registered Holder may change the Registered Holder's address as shown on the warrant register by written notice to the Company requesting such change. (d) Subject to the provisions of Section 5 hereof, this Warrant and all rights hereunder are transferable, in whole or in part, upon surrender of this Warrant with a properly executed assignment (in the form of Exhibit II hereto) at the principal office of the Company (or, if another office or agency has been designated by the Company for such purpose, then at such other office or agency). View More

Investment Representations. The initial Registered Holder represents and warrants to the Company as follows: (a) Investment. The Registered Holder is acquiring the Warrant, and (if and when the Registered Holder exercises this Warrant) the Registered Holder will acquire the Warrant Shares, for the Registered Holder's own account for investment and not with a view to, or for sale in connection with, any distribution thereof, nor with any present intention of distributing or selling the same; and the Registered Holder has no... present or contemplated agreement, undertaking, arrangement, obligation, indebtedness or commitment providing for the disposition thereof. (b) Accredited Investor. The Registered Holder is an "accredited investor" as defined in Rule 501(a) under the 1933 Act. (c) Experience. The Registered Holder has made such inquiry concerning the Company and its business and personnel the Registered Holder he has deemed appropriate; and the Registered Holder has sufficient knowledge and experience in finance and business that the Registered Holder is capable of evaluating the risks and merits of the Registered Holder's investment in the Company. 5. Transfers, etc. (a) This Warrant and the Warrant Shares shall not be sold or transferred unless either (i) they first shall have been registered under the Act, or (ii) the Company first shall have been furnished with an opinion of legal counsel, reasonably satisfactory to the Company, to the effect that such sale or transfer is exempt from the registration requirements of the Act. (b) The Registered Holder acknowledges and agrees that the Warrant Shares shall be subject to the restrictive legend requirements set forth in the Purchase Agreement. (c) The Company will maintain a register containing the name and address of the Registered Holder of this Warrant. The Registered Holder may change the Registered Holder's address as shown on the warrant register by written notice to the Company requesting such change. (d) Subject to the provisions of Section 5 hereof, this Warrant and all rights hereunder are transferable, in whole or in part, upon surrender of this Warrant with a properly executed assignment (in the form of Exhibit II hereto) at the principal office of the Company (or, if another office or agency has been designated by the Company for such purpose, then at such other office or agency). View More

Investment Representations. The initial Registered Holder represents and warrants to the Company as follows: (a) Investment. The Registered Holder It is acquiring the Warrant, and (if and when the Registered Holder it exercises this Warrant) the Registered Holder it will acquire the Warrant Shares, for the Registered Holder's its own account for investment and not with a view to, or for sale in connection with, any distribution thereof, nor with any present intention of distributing or selling the same; and the Registered ...Holder has no present or contemplated agreement, undertaking, arrangement, obligation, indebtedness or commitment providing for the disposition thereof. (b) Accredited Investor. The Registered Holder is an "accredited investor" as defined in Rule 501(a) under the 1933 Act. Securities Act of 1933, as amended (the "Act"). (c) Experience. The Registered Holder has made such inquiry concerning the Company and its business and personnel the Registered Holder he as it has deemed appropriate; and the Registered Holder has sufficient knowledge and experience in finance and business that the Registered Holder it is capable of evaluating the risks and merits of the Registered Holder's its investment in the Company. View More

Investment Representations. The initial Registered Holder represents and warrants to the Company as follows: (a) Investment. The Registered Holder It is acquiring the Warrant, and (if and when the Registered Holder it exercises this Warrant) the Registered Holder it will acquire the Warrant Shares, for the Registered Holder's its own account for investment and not with a view to, or for sale in connection with, any distribution thereof, nor with any present intention of distributing or selling the same; and the Registered ...Holder has no present or contemplated agreement, undertaking, arrangement, obligation, indebtedness or commitment providing for the disposition thereof. (b) Accredited Investor. The Registered Holder is an "accredited investor" as defined in Rule 501(a) under the 1933 Act. Securities Act of 1933, as amended (the "Act"). The Registered Holder has provided such information or documentation, if any, reasonably requested by the Company in connection with the Company's verification of the Registered Holder's status as an accredited investor. (c) Experience. The Registered Holder has made such inquiry concerning the Company and its business and personnel the Registered Holder he as it has deemed appropriate; and the Registered Holder has sufficient knowledge and experience in finance and business that the Registered Holder it is capable of evaluating the risks and merits of the Registered Holder's its investment in the Company. View More

Investment Representations. The initial Registered Holder represents and warrants to the Company as follows: (a) Investment. The Registered Holder It is acquiring the Warrant, and (if and when the Registered Holder it exercises this Warrant) the Registered Holder it will acquire the Warrant Shares, for the Registered Holder's its own account for investment and not with a view to, or for sale in connection with, any distribution thereof, nor with any present intention of distributing or selling the same; and the Registered ...Holder has no present or contemplated agreement, undertaking, arrangement, obligation, indebtedness or commitment providing for the disposition thereof. (b) Accredited Investor. The Registered Holder is an "accredited investor" as defined in Rule 501(a) under the 1933 Act. (c) Experience. The Registered Holder has made such inquiry concerning the Company and its business and personnel the Registered Holder he as it has deemed appropriate; and the Registered Holder has sufficient knowledge and experience in finance and business that the Registered Holder it is capable of evaluating the risks and merits of the Registered Holder's its investment in the Company. View More