Common use of Accredited Investor Clause in Contracts

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the Company.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances Rule 501 of such status Regulation D, as may be reasonably requested by the Companypresently in effect.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Rule 501 of Regulation D, Rule 501(a)as presently in effect, as promulgated by the Securities and Exchange Commission and agrees to submit to (the Company such further assurances of such status as may be reasonably requested by “SEC”) under the CompanyAct.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the Company. The Holder has furnished or made available any and all information requested by the Company or otherwise necessary to satisfy any applicable verification requirements as to “accredited investor” status. Any such information is true, correct, timely and complete.

Accredited Investor. The Holder is an “accredited investor” within the meaning of SEC Rule 501 of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the Companypresently in effect.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Rule 501 of Regulation D, Rule 501(a)as presently in effect, as promulgated by the Securities and Exchange Commission and agrees to submit to (the Company such further assurances “SEC”) under the Securities Act of such status 1933, as may be reasonably requested by amended (the Company“Act”).

Accredited Investor. The Holder represents that it is an “accredited investor” within the meaning (as defined in Rule 501(a) of Regulation D, Rule 501(a), promulgated by D under the Securities Act acting for its own account (and Exchange Commission and agrees not for the account of others) or as a fiduciary or agent for others (which others are also “accredited investors”). The Holder further represents that it has had the opportunity to submit to ask questions of the Company such further assurances and received answers concerning the terms and conditions of such status as may be reasonably requested by Note and the CompanyConversion Shares.

Accredited Investor. The Holder is an “accredited investor” within the meaning investor as defined in Rule 501(a) of Regulation D, Rule 501(a), D promulgated by under the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the CompanyAct.

Accredited Investor. The Holder is an “accredited investor” ’ within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission under the Securities Act and agrees to shall submit to the Company such further assurances of such status as may be reasonably requested by the Company.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Rule 501 of Regulation D, Rule 501(a), D promulgated by under the Securities and Exchange Commission and agrees to submit to Act of 1933, as amended (the Company such further assurances of such status as may be reasonably requested by the Company“Securities Act”).

Accredited Investor. The Holder is an “"accredited investor” " within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances Rule 501 of such status Regulation D, as may be reasonably requested by the Companypresently in effect.

Accredited Investor. The Holder is an “accredited investor” within the meaning investor as defined in Rule 501(a) of Regulation D, Rule 501(a), D promulgated by under the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the CompanyAct.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Rule 501 of Regulation D, Rule 501(a), D promulgated by under the Securities and Exchange Commission and Act. The Holder agrees to submit to the Company such further assurances of such status as may be reasonably furnish any additional information requested by the CompanyCompany or any of its affiliates to assure compliance with applicable U.S. federal and state securities laws in connection with the purchase and sale of the Securities.

Accredited Investor. The Holder is an “accredited investor” within the meaning as that term is defined in Rule 501(a) of Regulation D, Rule 501(a), promulgated by D under the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the CompanyAct.

Accredited Investor. The Holder is an “accredited investor” ’ within the meaning of Regulation D, Rule 501(a50 1(a), promulgated by the Securities and Exchange Commission under the Securities Act and agrees to shall submit to the Company such further assurances of such status as may be reasonably requested by the Company.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the Company.

Accredited Investor. The Holder is an “accredited investor” within the meaning as defined in Rule 501 of Regulation D, Rule 501(a), D promulgated by under the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the CompanyAct.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Rule 501 of Regulation D, Rule 501(a), promulgated by D of the Securities and Exchange Commission and agrees to submit to (the Company such further assurances of such status “SEC”), as may be reasonably requested by the Companypresently in effect.

Accredited Investor. The Holder is an “"accredited investor” " within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to under the Company such further assurances Securities Act of such status 1933, as may be reasonably requested by amended (the Company"Securities Act").

Accredited Investor. The Holder is an “accredited investorAccredited Investor” within the meaning as that term is defined in Rule 501(a) of Regulation D, Rule 501(a), promulgated by D under the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the CompanyAct.

Accredited Investor. The Holder is an “"accredited investor” " within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the Company. The Holder has furnished or made available any and all information requested by the Company or otherwise necessary to satisfy any applicable verification requirements as to "accredited investor" status. Any such information is true, correct, timely and complete.

Accredited Investor. The Holder is an “"accredited investor” " within the meaning of Rule 501 of Regulation D, Rule 501(a), D promulgated by under the Securities and Exchange Commission and Act. The Holder agrees to submit to the Company such further assurances of such status as may be reasonably furnish any additional information requested by the CompanyCompany or any of its affiliates to assure compliance with applicable U.S. federal and state securities laws in connection with the purchase and sale of the Securities.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Rule 501 of Regulation D, Rule 501(a), D promulgated by under the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the CompanyAct.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Rule 501 of Regulation D, Rule 501(a)as presently in effect, as promulgated by the Securities and Exchange Commission and agrees to submit to (the Company such further assurances “SEC”) under the Securities Act of such status 1933, as may be reasonably requested by the Companyamended.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, as defined in Rule 501(a)) under the Act, promulgated by and is receiving the Securities and Exchange Commission and agrees Purchase Warrant pursuant to submit to an exemption from the Company such further assurances prospectus requirements of such status as may be reasonably requested by the Companyapplicable securities laws.

Accredited Investor. The Holder is (a) an “"accredited investor” " within the meaning of Rule 501 of Regulation D, Rule 501(a), promulgated by D of the Securities and Exchange Commission and agrees to submit to (the Company such further assurances of such status "SEC"), as may be reasonably requested by the Companypresently in effect.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to under the Company such further assurances Securities Act of such status 1933, as may be reasonably requested by amended (the Company“Securities Act”).

Accredited Investor. The Holder is an “accredited investor” within the meaning of Rule 501 of Regulation D, Rule 501(a), D promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status Commission, as may be reasonably requested by the Companypresently in effect.

Accredited Investor. The Holder is an “"accredited investor” " within the meaning of Rule 501 of Regulation D, Rule 501(a), promulgated by D of the Securities and Exchange Commission and agrees to submit to (the Company such further assurances of such status "SEC"), as may be reasonably requested by the Companypresently in effect.

Accredited Investor. The Holder is an “accredited investor” within the meaning of SEC Rule 501 of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the Companypresently in effect.

Accredited Investor. The Holder is an “accredited investor” within the meaning as defined in Rule 501(a) of Regulation D, Rule 501(a), D promulgated by under the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the CompanyAct (an “Accredited Investor”).

Accredited Investor. The Holder represents that it is an “accredited investor” within the meaning of Regulation D, Rule 501(a), promulgated by D under the Securities and Exchange Commission Act and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the Company.

Accredited Investor. The Holder is an “accredited investor” ’ within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission under the Securities Act and agrees to shall submit to the Company such further assurances of such status as may be reasonably requested by the Company.

Accredited Investor. The Holder is an “"accredited investor” " within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances Rule 501 of such status Regulation D, as may be reasonably requested by the Companypresently in effect.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, as defined in Rule 501(a)) under the Act and of National Instrument 45-106 respecting prospectus exemptions, promulgated by and is receiving the Securities and Exchange Commission and agrees Purchase Warrant pursuant to submit to an exemption from the Company such further assurances prospectus requirements of such status as may be reasonably requested by the Companyapplicable securities laws.

Accredited Investor. The Holder (and its affiliates) is an “"accredited investor” " within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances Rule 501 of such status Regulation D, as may be reasonably requested by the Companynow in effect.

Accredited Investor. The Holder is an “"accredited investor” " within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances Rule 501 of such status Regulation D, as may be reasonably requested by the Companynow in effect.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Rule 501 of Regulation D, Rule 501(a), D promulgated by under the Securities and Exchange Commission and 1933 Act as marked on the U.S. Accredited Investor Certificate attached hereto as Exhibit B. The Holder agrees to submit to the Company such further assurances of such status as may be reasonably furnish any additional information requested by the CompanyCompany or any of its affiliates to assure compliance with applicable U.S. federal and state securities laws in connection with the purchase and sale of the Note and the Securities.

Accredited Investor. The Holder is an “accredited investor” within the meaning investor as defined in Rule 501 (a) of Regulation D, Rule 501(a), D promulgated by under the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the CompanyAct.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, Rule 501(a), promulgated by 501 under the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the CompanyAct.

Accredited Investor. The Holder is an “accredited investor” within the meaning as that term is defined in Rule 501 of Regulation D, Rule 501(a), promulgated by D under the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the CompanyAct.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to Rule 501 of Regulation D, as presently in effect, under the Company such further assurances of such status as may be reasonably requested by the CompanyAct.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the Company. Holder has furnished or made available any and all information requested by the Company or otherwise necessary to satisfy any applicable verification requirements as to “accredited investor” status. Any such information is true, correct, timely and complete.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission of the United States of America and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the Company.

Accredited Investor. The Holder is an “accredited investor” within the meaning of SEC Rule 501 of Regulation D, Rule 501(a)as currently in effect, promulgated by the Securities and Exchange Commission and agrees to shall submit to the Company such further assurances of such status as may be reasonably requested by the Company. The residency of Holder (or, in the case of a Holder that is an entity, the office in which its investment decision was made) is correctly set forth on the signature page hereto.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Rule 501 of Regulation D, Rule 501(a)as presently in effect, as promulgated by the Securities and Exchange Commission and agrees to submit to under the Company such further assurances Securities Act of such status 1933, as may be reasonably requested by the Companyamended.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances Rule 501 of such status Regulation D, as may be reasonably requested by the Companynow in effect.

Accredited Investor. The Holder is an “"accredited investor” " within the meaning of Commission Rule 501 of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the Companypresently in effect.

Accredited Investor. The Holder is an “accredited investor” within (as defined in Regulation D under the meaning 1933 Act). Except as otherwise contemplated by this Warrant, Holder is acquiring this Warrant and any Warrant Shares for investment for its own account and not with a view to any distribution thereof in violation of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the Companyapplicable securities laws.

Accredited Investor. The Holder is an “accredited investor” within as defined in Regulation D under the meaning of Regulation DSecurities Act, Rule 501(a), promulgated as marked by the Securities and Exchange Commission and agrees Holder on the signature page to submit to the Company such further assurances of such status as may be reasonably requested by the Companythis Warrant. 15.1.2.

Accredited Investor. The Holder is either a “qualified institutional buyer” within the meaning of Rule 144A promulgated under the Securities Act of 1933, as amended (the “Securities Act”), or an “accredited investor” within the meaning of Rule 501 of Regulation D (“Regulation D, Rule 501(a), ”) promulgated by under the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the CompanyAct.

Accredited Investor. The Holder is an “accredited investor” within the meaning of investor as that term is defined in Regulation D, Rule 501(a), D promulgated by the Securities and Exchange Commission and agrees to submit to under the Company such further assurances of such status as may be reasonably requested by the CompanySecurities Act.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Rule 501 of Regulation D, Rule 501(a), promulgated by D under the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the CompanyAct.

Accredited Investor. The Holder represents that it is an “accredited investor” as such term is defined in Rule 501(a) of Regulation D under the Securities Act and acknowledges the sale contemplated hereby is being made in reliance on a private placement exemption to “accredited investors” within the meaning of Section 501(a) of Regulation D, Rule 501(a), promulgated by D under the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the CompanyAct or similar exemptions under state law.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances Rule 501 of such status Regulation D, as may be reasonably requested by the Companypresently in effect.

Accredited Investor. The Holder is an “"accredited investor” " within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the CompanyCommission.

Accredited Investor. The Holder is an “"accredited investor” within the meaning " as defined under Rule 501(a) of Regulation D, Rule 501(a), promulgated by D of the rules and regulations of the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status Act (as may be reasonably requested by the Companydefined in Section 6(d) hereof).

Accredited Investor. The Holder is an “accredited investor” within the meaning of Rule 501 of Regulation D, Rule 501(a), D promulgated by under the Securities and Exchange Commission and agrees to submit to Act or a Qualified Institutional Buyer within the Company such further assurances meaning of such status as may be reasonably requested by Rule 144A promulgated under the CompanySecurities Act.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, Rule 501(a), D of the rules and regulations promulgated by under the Securities Act and Exchange Commission and agrees has such business or financial expertise as to submit be able to protect the Company such further assurances Holder’s own interests in connection with the purchase of such status as may be reasonably requested by the CompanySecurities.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission Rule 501 of Regulation D, and agrees to submit to the Company such further assurances of such status Regulation 45-106 (Prospectus and Registration Exemptions), in each case as may be reasonably requested by the Companypresently in effect.

Accredited Investor. The Holder is an “"accredited investor” " ------------------- within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances Rule 501 of such status Regulation D, as may be reasonably requested by the Companypresently in effect.

Accredited Investor. The Holder is an “accredited investor” within the meaning investor as defined in Rule 501(a) of Regulation D, Rule 501(a)as amended, promulgated by under the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the CompanyAct.

Accredited Investor. The Holder represents and warrants that (i) the Holder is an “"accredited investor” within the meaning " as such term is defined in Rule 501 of Regulation D, Rule 501(a), promulgated by under the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the CompanyAct.

Accredited Investor. The Holder is an “accredited investor” within the meaning as defined in Rule 501 of Regulation D, Rule 501(a), D promulgated by under the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the Company.Act. (d)

Accredited Investor. The Holder is an “accredited investor” within the meaning investor as defined in Rule 501 (a) of Regulation D, Rule 501(a), D promulgated by under the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the Company.Act. ​

Accredited Investor. The Such Holder is an “accredited investor” investor within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances ( SEC ) Rule 501 of such status Regulation D, as may be reasonably requested by the Companypresently in effect.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Rule 501 of Regulation DD promulgated under the Securities Act of 1933, Rule 501(aas amended (the “Securities Act”), promulgated by and has sufficient experience in business, financial and investment matters to enable it to evaluate the Securities risks involved in the exchange of the Exchanged Notes for the Shares and Exchange Commission and agrees to submit make an informed investment decision with respect to the Exchange and such acquisition. The Holder acknowledges that the Company such further assurances makes no representation regarding the value of such status as may be reasonably requested by the CompanyExchanged Notes or the Shares.

Accredited Investor. The Such Holder is an “accredited investor” ’ within the meaning of Regulation D, Rule 501(a)501, promulgated by the Commission under the Securities Act and Exchange Commission and agrees to shall submit to the Company such further assurances of such status as may be reasonably requested by the Company.

Accredited Investor. The Holder is an “accredited investor” within the meaning , as defined in Rule 501 of Regulation D, Rule 501(a), D promulgated by under the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the Company1933 Act.

Accredited Investor. The Holder represents that it is an “accredited investor” within the meaning of Regulation D, (i) Rule 501(a), ) of Regulation D as promulgated by under the Securities Act; and Exchange Commission and agrees to submit to (ii) MI 45-103. Forthwith upon request of the Company such further assurances Corporation, Holder will, upon request of such the Corporation, furnish the Corporation with a certificate or certificates in respect of its status as may be reasonably requested by the Companyan “accredited investor” hereunder.

Accredited Investor. The Holder is an “"accredited investor” " ------------------- within the meaning of Rule 501 of Regulation D, Rule 501(a), promulgated by D of the Securities and Exchange Commission and agrees to submit to (the Company such further assurances of such status "SEC"), as may be reasonably requested by the Companypresently in effect .

Accredited Investor. The Holder is an “accredited investor” within the meaning investor as defined in Rule 501(a) of Regulation D, Rule 501(a), D promulgated by under the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the CompanyAct.

Accredited Investor. The Holder represents and warrants to, and covenants with, the Company that the Holder is an “accredited investor” within the meaning of as defined in Regulation D, Rule 501(a), promulgated by D under the Securities Act and Exchange Commission the Holder is also knowledgeable, sophisticated and agrees experienced in making, and is qualified to submit make decisions with respect to the Company such further assurances of such status as may be reasonably requested by the Companyinvestments presenting an investment decision.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the CompanyCommission.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances Commission’s Rule 501 of such status Regulation D, as may be reasonably requested by the Companypresently in effect.

Accredited Investor. The Holder is an “"accredited investor” " within the meaning of Regulation D, Rule 501(a50l(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the Company. The Holder has furnished or made available any and all information requested by the Company or otherwise necessary to satisfy any applicable verification requirements as to "accredited investor" status. Any such information is true, correct, ti,nely and complete.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, Rule 501(a), promulgated by the Commission under the Securities Act and Exchange Commission has truthfully and agrees accurately completed the Holder Questionnaire attached to this Agreement and will submit to the Company DPWF such further assurances of such status as may be reasonably requested by the CompanyDPWF.

Accredited Investor. The Holder is an “accredited investor” within the meaning as that term is defined in Rule 501(a) of Regulation D, Rule 501(a), D promulgated by under the Securities Act of 1933, as amended (the “Securities Act”). Holder is experienced in evaluating and Exchange Commission investing in securities of companies in a similar stage of development and agrees is able to submit to fend for itself and can bear the Company such further assurances economic risk of such status as may be reasonably requested by an investment in the CompanyShares.

Accredited Investor. The Holder is an “"accredited investor” within the meaning of Regulation D, Rule 501(a), promulgated by the " as that term is defined in Securities and Exchange Commission Rule 501 of Regulation D of the Securities Act of 1933, as amended, as presently in effect and agrees to submit to that the Company such further assurances information provided as support of such Holder's "accredited investor" status as may be reasonably requested by the Companyis complete and accurate in all respects.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the Company. The Holder has furnished or made available any and all information requested by the Company or otherwise necessary to satisfy any applicable verification requirements as to its “accredited investor” status. Any such information is true, correct and complete.

Accredited Investor. The Holder is an “"accredited investor” ' within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission under the Securities Act and agrees to shall submit to the Company such further assurances of such status as may be reasonably requested by the Company.

Accredited Investor. The Holder is an “accredited investorAccredited Investor” within the meaning as such term is defined in Rule 501 of Regulation D, Rule 501(a), promulgated by D under the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the CompanyAct.

Accredited Investor. The Holder is (a) an “"accredited investor” " within the meaning of Rule 501 of Regulation D, Rule 501(a), promulgated by D of the Securities and Exchange Commission and agrees to submit to (the Company such further assurances "SEC"), as presently in effect or (b) not a "U.S. Person" as defined by Rule 902 of such status as may be reasonably requested by Regulation S promulgated under the CompanySecurities Act.

Accredited Investor. The Holder is an “"accredited investor” " within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the Company. The Holder has furnished or made available any and all information requested by the Company or otherwise necessary to satisfy any applicable verification requirements as to "accredited investor'' status. Any such information is true, correct, timely and complete.

Accredited Investor. The Holder is an “accredited investor” within the meaning investor as defined in Rule 501(a) of Regulation D, Rule 501(a), D promulgated by under the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the Company.Act. ​

Accredited Investor. The Holder is an “accredited investor,” within the meaning as that term is defined in Rule 501 of Regulation D, Rule 501(a), D promulgated by under the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the CompanyAct.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission SEC and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the Company. The Holder has furnished or made available any and all information requested by the Company or otherwise necessary to satisfy any applicable verification requirements as to “accredited investor” status. Any such information is true, correct, timely and complete.

Accredited Investor. The Such Holder is an “accredited investor” ’ within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission under the Securities Act and agrees to shall submit to the Company such further assurances of such status as may be reasonably requested by the Company.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the Company. The Holder has furnished or made available any and all information requested by the Company or otherwise necessary to satisfy any applicable verification requirements as to “accredited investor” status. Any such information is true, correct, timely and complete.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances Rule 501 of such status Regulation D, as may be reasonably requested by the Companynow in effect.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Exchange. Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the Company.

Accredited Investor. The Holder is an “accredited investor” ’ within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission under the Securities Act and agrees to amended by the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act and shall submit to the Company such further assurances of such status as may be reasonably requested by the Company.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Rule 501 of Regulation D, Rule 501(a)as presently in effect, as promulgated by the SEC under the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the CompanyAct.

Accredited Investor. The Holder is an “"accredited investor” " within the ------------------ meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances Rule 501 of such status Regulation D, as may be reasonably requested by the Companypresently in effect.

Accredited Investor. The Holder is an “accredited investor” within the meaning investor as defined in Rule 501(a) of Regulation D, Rule 501(a)as amended, promulgated by under the Securities Act, and Exchange Commission and agrees to submit to the Company such further assurances Holder was not organized for the specific purpose of such status as may be reasonably requested by acquiring the CompanySecurities.

Accredited Investor. The Holder is an “"accredited investor” " within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances ("SEC") Rule 501 of such status Regulation D, as may be reasonably requested by the Companypresently in effect.

Accredited Investor. The Such Holder is an “accredited investor” within the meaning as that term is defined in Rule 501(a) of Regulation D, Rule 501(a), promulgated by D under the Securities Act of 1933, as amended (the “Securities Act”). Such Holder understands the economic risk of its investment in the Shares, and Exchange Commission has such knowledge and agrees to submit to experience in financial and business matters that it is capable of evaluating the Company such further assurances merits and risks of such status as may be reasonably requested by an investment in the CompanyShares.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Rule 501 of Regulation D, Rule 501(a), D promulgated by under the Securities Act and Exchange Commission has delivered to the Company, a true, correct and completed form of the Investor Questionnaire attached hereto as Exhibit B. The Holder agrees to submit to the Company such further assurances of such status as may be reasonably furnish any additional information requested by the CompanyCompany or any of its affiliates to assure compliance with applicable U.S. federal and state securities laws in connection with the purchase and sale of the Securities.

Accredited Investor. The Holder is an “accredited investor” within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances of such status as may be reasonably requested by the Company.. Holder has furnished or made available any and all information requested by the Company or otherwise necessary to satisfy any applicable verification requirements as to “accredited investor” status. Any such information is true, correct, timely and complete. Warrant to Purchase Units of Triller Hold Co LLC

Accredited Investor. The Holder is an “"accredited ------------------- investor” " within the meaning of Regulation D, Rule 501(a), promulgated by the Securities and Exchange Commission and agrees to submit to the Company such further assurances ("SEC") Rule 501 of such status Regulation D, as may be reasonably requested by the Companypresently in effect.