definiens: ( as that term is defined by Rule 501 of the Securities Act ) and ( v ) ( A ) has been furnished with or has had full access to all the information that it considers necessary or appropriate to make an inf ormed investment decision with respect to the Shares, ( B ) has had an opportunity to discuss with management of the Company the intended business and financial affairs of the Company and, in connection therewith, obtained information necessary to verify any information furnished to it or to which it had access ( it being agreed and understood that this clause ( v ) does not affect the Company ’s representations and warranties contained in Section 3 ) and ( C ) can bear the economic risk of ( x ) an investment in the Shares indefinitely and ( y ) a total loss in respect of such investment . The Purchaser has such knowledge and experience in business and financial matters so as to enable it to understand and evaluate the risks of and from an investment decision with respec t to its investment in the Shares and to protect its own interest in connection with such investment . The Purchaser hereby confirms, that the Shares to be acquired by the Purchaser will be acquired for investment for the Purchaser ’s own account, not as a n ominee or agent, and not with a view to the resale or distribution of any part thereof, and that the Purchaser has no present intention of selling, granting any participation in, or otherwise distributing the same . The Purchaser further represents that the Purchaser does not presently have any contract, undertaking, agreement or arrangement with any Person to sell, transfer or grant participations to such Person or to any third Person, with respect to any of the Shares . The Purchaser has not been formed for the specific purpose of acquiring the Shares . The Purchaser understands that there is no assurance that any exemption from registration under the Securities Act will be available to transfer the Shares and that, even if available, such exemption may not a llow the Purchaser to transfer all or any portion of the Shares under the circumstances, in the amounts or at the times the Purchaser might propose