Accredited Status. The undersigned represents and warrants as follows (CHECK IF APPLICABLE): o A. The undersigned is an individual with a net worth, or a joint net worth together with its spouse, in excess of $1,000,000. (In calculating net worth, you may include equity in personal property and real estate, including your principal residence, cash, short-term investments, stock and securities. Equity in personal property and real estate should be based on the fair market value of such property minus debt secured by such property.) o B. The undersigned is an individual with income in excess of $200,000 in each of the prior two years and reasonably expects an income in excess of $200,000 in the current year. o C. The undersigned is an individual who, with its spouse, had joint income in excess of $300,000 in each of the prior two years and reasonably expects joint income in excess of $300,000 in the current year. o D. The undersigned is a director or executive officer of Founders Food & Fxxxxxx Ltd. ý E. The undersigned, if other than an individual, is an entity all of whose equity owners meet one of the tests set forth in (A) through (D) above. o F. The undersigned is an entity, and is an “Accredited Investor” as defined in Rule 501(a) of Regulation D under the Act. This representation is based on the following (check one or more, as applicable): o 1. The undersigned (or, in the case of a trust, the undersigned trustee) is a bank or savings and loan association as defined in Sections 3(a)(2) and 3(a)(5)(A), respectively, of the Act acting either in its individual or fiduciary capacity. o 2. The undersigned is an insurance company as defined in section 2(13) of the Act. o 3. The undersigned is an investment company registered under the Investment Company Act of 1940 or a business development company as defined in Section 2(a)(48) of that act. o 4. The undersigned is a Small Business Investment Company licensed by the United States Small Business Administration under Section 301(c) or (d) of the Small Business Investment Act of 1958. o 5. The undersigned is an employee benefit plan within the meaning of Title I of the Employee Retirement Income Security Act of 1974 (“ERISA”) and either (check one or more, as applicable): o a. the investment decision is made by a plan fiduciary, as defined in Section 3(21) of ERISA, which is either a bank, savings and loan association, insurance company, or registered investment advisor; or o b. the employee benefit plan has total assets in excess of $5,000,000; or o c. the plan is a self-directed plan with investment decisions made solely by persons who are “Accredited Investors” as defined under the Act. o 6. The undersigned is a private business development company as defined in Section 202(a)(22) of the Investment Advisors Act of 1940. o 7. The undersigned has total assets in excess of $5,000,000, was not formed for the specific purpose of acquiring securities of the Company and is one or more of the following (check one or more, as appropriate): o a. an organization described in Section 501(c)(3) of the Internal Revenue Code; or o b. a corporation; or o c. a Massachusetts or similar business trust; or o d. a partnership. o 8. The undersigned is a trust with total assets exceeding $5,000,000 which was not formed for the specific purpose of acquiring securities of the Company and whose purchase is directed by a person who has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of the investment in the shares. (IF ONLY THIS RESPONSE IS CHECKED, please contact the Company to receive and complete an information statement before this subscription can be considered).
Appears in 1 contract
Samples: Subscription Agreement (Granite City Food & Brewery LTD)
Accredited Status. The undersigned represents and warrants as follows (CHECK IF APPLICABLE):
o A. The undersigned is an individual with a net worth, or a joint net worth together with its spouse, in excess of $1,000,000. (In calculating net worth, you may include equity in personal property and real estate, including your principal residence, cash, short-term investments, stock and securities. Equity in personal property and real estate should be based on the fair market value of such property minus debt secured by such property.)
o B. The undersigned is an individual with income in excess of $200,000 in each of the prior two years and reasonably expects an income in excess of $200,000 in the current year.
o C. The undersigned is an individual who, with its spouse, had joint income in excess of $300,000 in each of the prior two years and reasonably expects joint income in excess of $300,000 in the current year.
o D. The undersigned is a director or executive officer of Founders Food & Fxxxxxx Xxxxxxx Ltd.
ý E. The undersigned, if other than an individual, is an entity all of whose equity owners meet one of the tests set forth in (A) through (D) above.
o F. The undersigned is an entity, and is an “Accredited Investor” as defined in Rule 501(a) of Regulation D under the Act. This representation is based on the following (check one or more, as applicable):
o 1. The undersigned (or, in the case of a trust, the undersigned trustee) is a bank or savings and loan association as defined in Sections 3(a)(2) and 3(a)(5)(A), respectively, of the Act acting either in its individual or fiduciary capacity.
o 2. The undersigned is an insurance company as defined in section 2(13) of the Act.
o 3. The undersigned is an investment company registered under the Investment Company Act of 1940 or a business development company as defined in Section 2(a)(48) of that act.
o ý 4. The undersigned is a Small Business Investment Company licensed by the United States Small Business Administration under Section 301(c) or (d) of the Small Business Investment Act of 1958.
o 5. The undersigned is an employee benefit plan within the meaning of Title I of the Employee Retirement Income Security Act of 1974 (“ERISA”) and either (check one or more, as applicable):
o a. the investment decision is made by a plan fiduciary, as defined in Section 3(21) of ERISA, which is either a bank, savings and loan association, insurance company, or registered investment advisor; or
o b. the employee benefit plan has total assets in excess of $5,000,000; or
o c. the plan is a self-directed plan with investment decisions made solely by persons who are “Accredited Investors” as defined under the Act.
o 6. The undersigned is a private business development company as defined in Section 202(a)(22) of the Investment Advisors Act of 1940.
o 7. The undersigned has total assets in excess of $5,000,000, was not formed for the specific purpose of acquiring securities of the Company and is one or more of the following (check one or more, as appropriate):
o a. an organization described in Section 501(c)(3) of the Internal Revenue Code; or
o b. a corporation; or
o c. a Massachusetts or similar business trust; or
o d. a partnership.
o 8. The undersigned is a trust with total assets exceeding $5,000,000 which was not formed for the specific purpose of acquiring securities of the Company and whose purchase is directed by a person who has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of the investment in the shares. (IF ONLY THIS RESPONSE IS CHECKED, please contact the Company to receive and complete an information statement before this subscription can be considered).
Appears in 1 contract
Samples: Subscription Agreement (Granite City Food & Brewery LTD)
Accredited Status. The undersigned represents and warrants as follows (CHECK IF APPLICABLE):
o A. The undersigned is an individual with a net worth, or a joint net worth together with its spouse, in excess of $1,000,000. (In calculating net worth, you may include equity in personal property and real estate, including your principal residence, cash, short-term investments, stock and securities. Equity in personal property and real estate should be based on the fair market value of such property minus debt secured by such property.)
o B. The undersigned is an individual with income in excess of $200,000 in each of the prior two years and reasonably expects an income in excess of $200,000 in the current year.
o C. The undersigned is an individual who, with its spouse, had joint income in excess of $300,000 in each of the prior two years and reasonably expects joint income in excess of $300,000 in the current year.
o D. The undersigned is a director or executive officer of Founders Food & Fxxxxxx Xxxxxxx Ltd.
ý E. The undersigned, if other than an individual, is an entity all of whose equity owners meet one of the tests set forth in (A) through (D) above.
o F. The undersigned is an entity, and is an “Accredited Investor” as defined in Rule 501(a) of Regulation D under the Act. This representation is based on the following (check one or more, as applicable):
o 1. The undersigned (or, in the case of a trust, the undersigned trustee) is a bank or savings and loan association as defined in Sections 3(a)(2) and 3(a)(5)(A), respectively, of the Act acting either in its individual or fiduciary capacity.
o 2. The undersigned is an insurance company as defined in section 2(13) of the Act.
o 3. The undersigned is an investment company registered under the Investment Company Act of 1940 or a business development company as defined in Section 2(a)(48) of that act.
o 4. The undersigned is a Small Business Investment Company licensed by the United States State s Small Business Administration under Section 301(c) or (d) of the Small Business Investment Act of 1958.
o 5. The undersigned is an employee benefit plan within the meaning of Title I of the Employee Retirement Income Security Act of 1974 (“ERISA”) and either (check one or more, as applicable):
o a. the investment decision is made by a plan fiduciary, as defined in Section 3(21) of ERISA, which is either a bank, savings and loan association, insurance company, or registered investment advisor; or
o b. the employee benefit plan has total assets in excess of $5,000,000; or
o c. the plan is a self-directed plan with investment decisions made solely by persons who are “Accredited Investors” as defined under the Act.
o 6. The undersigned is a private business development company as defined in Section 202(a)(22) of the Investment Advisors Act of 1940.
o 7. The undersigned has total assets in excess of $5,000,000, was not formed for the specific purpose of acquiring securities of the Company and is one or more of the following (check one or more, as appropriate):
o a. an organization described in Section 501(c)(3) of the Internal Revenue Code; or
o b. a corporation; or
o c. a Massachusetts or similar business trust; or
o d. a partnership.
o 8. The undersigned is a trust with total assets exceeding $5,000,000 which was not formed for the specific purpose of acquiring securities of the Company and whose purchase is directed by a person who has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of the investment in the shares. (IF ONLY THIS RESPONSE IS CHECKED, please contact the Company to receive and complete an information statement before this subscription can be considered).
Appears in 1 contract
Samples: Subscription Agreement (Granite City Food & Brewery LTD)
Accredited Status. The undersigned represents and warrants as follows (CHECK IF APPLICABLE):
o A. The undersigned is an individual with a net worth, or a joint net worth together with its spouse, in excess of $1,000,000. (In calculating net worth, you may include equity in personal property and real estate, including your principal residence, cash, short-term investments, stock and securities. Equity in personal property and real estate should be based on the fair market value of such property minus debt secured by such property.)
o B. The undersigned is an individual with income in excess of $200,000 in each of the prior two years and reasonably expects an income in excess of $200,000 in the current year.
o C. The undersigned is an individual who, with its spouse, had joint income in excess of $300,000 in each of the prior two years and reasonably expects joint income in excess of $300,000 in the current year.
o D. The undersigned is a director or executive officer of Founders Food & Fxxxxxx Xxxxxxx Ltd.
ý E. The undersigned, if other than an individual, is an entity all of whose equity owners meet one of the tests set forth in (A) through (D) above.
o F. The undersigned is an entity, and is an “Accredited Investor” as defined in Rule 501(a) of Regulation D under the Act. This representation is based on the following (check one or more, as applicable):
o 1. The undersigned (or, in the case of a trust, the undersigned trustee) is a bank or savings and loan association as defined in Sections 3(a)(2) and 3(a)(5)(A), respectively, of the Act acting either in its individual or fiduciary capacity.
o 2. The undersigned is an insurance company as defined in section 2(13) of the Act.
o 3. The undersigned is an investment company registered under the Investment Company Act of 1940 or a business development company as defined in Section 2(a)(48) of that act.
o 4. The undersigned is a Small Business Investment Company licensed by the United States Small Business Administration under Section 301(c) or (d) of the Small Business Investment Act of 1958.
o 5. The undersigned is an employee benefit plan within the meaning of Title I of the Employee Retirement Income Security Act of 1974 (“ERISA”) and either (check one or more, as applicable):
o a. the investment decision is made by a plan fiduciary, as defined in Section 3(21) of ERISA, which is either a bank, savings and loan association, insurance company, or registered investment advisor; or
o b. the employee benefit plan has total assets in excess of $5,000,000; or
o c. the plan is a self-directed plan with investment decisions made solely by persons who are “Accredited Investors” as defined under the Act.
o 6. The undersigned is a private business development company as defined in Section 202(a)(22) of the Investment Advisors Act of 1940.
o 7. The undersigned has total assets in excess of $5,000,000, was not formed for the specific purpose of acquiring securities of the Company and is one or more of the following (check one or more, as appropriate):
o a. an organization described in Section 501(c)(3) of the Internal Revenue Code; or
o b. a corporation; or
o c. a Massachusetts or similar business trust; or
o d. a partnership.
o 8. The undersigned is a trust with total assets exceeding $5,000,000 which was not formed for the specific purpose of acquiring securities of the Company and whose purchase is directed by a person who has such knowledge and experience in financial and business matters that it is capable of evaluating the merits and risks of the investment in the shares. (IF ONLY THIS RESPONSE IS CHECKED, please contact the Company to receive and complete an information statement before this subscription can be considered).
Appears in 1 contract
Samples: Subscription Agreement (Granite City Food & Brewery LTD)