definiens: as defined in Rule 501(a ) under the Securities Ac t of 1933, as amended ( the ) ; ( b ) it will acquire the Shares for its own account, for the purpose of investment and not with a view to distribution or resale there of ; ( c ) the execution of this Agreement and the con summation of the transactions contemplated hereby have been d uly authorized by all necessary action on the part of the Purchaser, and this Agreement has been duly execute d and delivered, and constitutes a valid, legal, bi nding and enforceable agreement of the Purchaser, except ( i ) as limited by applicable bankruptcy, insolvency, reorganization, moratorium and other laws of genera l application affecting enforcement of creditors ' r ights generally and ( ii ) as limited by laws relating to t he availability of specific performance, injunctive relief or other equitable remedies ; ( d ) it has taken no action whic h would give rise to any claim by any other person for any brokerage commissions, finders ' fees or the like re lating to this Agreement or the transactions contem plated hereby ; ( e ) it has had the opportunity to ask quest ions of and receive answers from representatives of the Company concerning the terms of the offering of the Shares and to obtain additional information concer ning the Company and its business, and has all of the inform ation necessary for it to evaluate the merits and r isks of an investment in the Shares and can bear the economic risks of such investment