definiens: as defined in Rule 501(a ) under the Secur ities Act of 1933, as amended ( ) . [COMPANY] understand s that the shares of Preferred Stock acquired by it hereunder have no pu blic market and are not registered and may not be sold or transferred witho ut registration or unless an appropriate exemption from registration i s available under applicable law ; therefore, [COMPANY] understands that it may be required to retain these shares of Preferred Stock and bear the economic risk of such investment indefinitely . [COMPANY] represen ts and warrants that it possesses such knowledge, sophistication and experi ence in financial and business matters as to be able to evaluate the meri ts and risks of an investment in the Preferred Stock and that it has t he economic ability to bear the high degree of risk of such a speculative investment . [COMPANY] further represents and warrants that it is acquirin g the shares of Preferred Stock hereunder for its own account and f or investment purposes only, and not with a view to resale or distribution of any kind, except for such resale or distribution as may be consistent wi th the requirements of applicable law . [COMPANY] further acknowledges t hat it has been afforded ( i ) the opportunity to ask such questions as it has deemed necessary of, and to receive answers from, representatives of Pal atin concerning the terms and conditions of the offering of the Preferr ed Stock, and the merits and risks of investing in the Preferred Stock, ( ii ) access to information about Palatin and Palatin 's financial condition, re sults of operations, business, properties, management and prospects suff icient to enable it to evaluate its investment, and ( iii ) the opportunity to obtain such additional information which Palatin possesses or c an acquire without unreasonable effort or expense that is necessary to make an informed investment decision with respect to such investment