Common use of Disregarded Entities Clause in Contracts

Disregarded Entities. If the Subscriber is treated as a “disregarded entity” for US federal income tax purposes within the meaning of US Treasury Regulation Section 301.7701-2(c) (e.g., a single member limited liability company), and the signatory for the Subscriber and the owner of the Interests for US federal income tax purposes are the same person, its signature will bind it both in its capacity as authorized signatory and owner. This Subscription Agreement contains a pre-dispute arbitration provision in Section III. The following paragraph is applicable to a Subscriber (or, in the case of a Subscriber treated as a disregarded entity (within the meaning of US Treasury Regulation Section 301.7701-2(c)), a grantor trust (pursuant to IRS Code Sections 671-679) or otherwise not the owner of Interests for US federal income tax purposes, the following paragraph is applicable to person(s) treated as the owner(s) of Interests for US federal income tax purposes) that does not provide a completed IRS Form W-9: I certify under penalties of perjury that: (1) The TIN shown on this form is my correct TIN (or I am waiting for a number to be issued to me), and (2) I am not subject to backup withholding because (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding, (3) I am a U.S. citizen or other U.S. person (as defined below) and (4) the FATCA code(s) provided in this Subscription Agreement (if any) indicating that I am exempt from FATCA reporting is correct. For US federal tax purposes, you are considered a U.S. person if you are: (1) an individual who is a U.S. citizen or U.S. resident alien; (2) a partnership, corporation, company, or association created or organized in the United States or under the laws of the United States; (3) an estate (other than a foreign estate); or (4) a domestic trust (as defined in US Treasury Regulations Section 301.7701-7).

Disregarded Entities. If the Subscriber is treated as a “disregarded entity” for US federal income tax purposes within the meaning of US Treasury Regulation Section 301.7701-2(c) (e.g., a single member limited liability company), and the signatory for the Subscriber and the owner of the Interests Shares for US federal income tax purposes are the same person, its signature will bind it both in its capacity as authorized signatory and owner. This Subscription Agreement contains a pre-dispute arbitration provision in Section III. The following paragraph is applicable to a Subscriber (or, in the case of a Subscriber treated as a disregarded entity (within the meaning of US Treasury Regulation Section 301.7701-2(c)), a grantor trust (pursuant to IRS Code Sections 671-679) or otherwise not the owner of Interests Shares for US federal income tax purposes, the following paragraph is applicable to person(s) treated as the owner(s) of Interests Shares for US federal income tax purposes) that does not provide a completed IRS Form W-9W-8: I certify under penalties of perjury that: (1) The TIN shown on this form is my correct TIN (or I am waiting for a number to be issued to me), and (2) I am not subject to backup withholding because (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding, (3) I am a U.S. US citizen or other U.S. US person (as defined below) and (4) the FATCA code(s) provided in this Subscription Agreement (if any) indicating that I am exempt from FATCA reporting is correct. Paper Reduction: Unless otherwise indicated below, you consent to the delivery by the Company of one copy of the Memorandum, reports to Shareholders (if and when permitted by law) and other information to all Shareholders who now or hereafter share the same mailing address as this account. This consent will become effective when your account is opened and will continue thereafter indefinitely, unless you revoke your consent, in which case you will begin to receive individual copies within 30 days. For US federal tax purposes, you are considered a U.S. US person if you are: (1) an individual who is a U.S. US citizen or U.S. US resident alien; (2) a partnership, corporation, company, or association created or organized in the United States or under the laws of the United States; (3) an estate (other than a foreign estate); or (4) a domestic trust (as defined in US Treasury Regulations Section 301.7701-7). Signature of Subscriber Authorized Signatory X Date Signature of Co-Owner (if necessary) X Date Name (Print) of Subscriber Authorized Signatory Name (Print) of Co-Owner (if necessary) Capacity (Print) of Subscriber Authorized Signatory (if necessary) Capacity (Print) of Co-Owner (if necessary) * For this purpose, “grantor trust” means a “grantor trust” for US federal income tax purposes as defined under Sections 671-679 of the IRS Code, which definition generally includes any trust which, because of certain characteristics, has all of its income, deductions and credits taxed to the grantor rather than to the trust as a separate taxpayer. You should consult your tax advisor as to whether a particular trust is or is not a “grantor trust.” SIGNATURE FOR YOUR FINANCIAL ADVISOR (THIS IS REQUIRED FOR ENTITY INVESTORS. If you are an IRA, yoxx Financial Advisor does not need to sign below) By signing below, the Financial Advisor hereby certifies that the above signatories are duly authorized to sign on behalf of the Subscriber. Signature of Financial Advisor X Date Name (Print) of Signatory Title (Print) of Signatory II: Signature Pages (All Subscribers) ADDITIONAL SIGNATURE BLOCKS FOR GRANTORS/EQUITY OWNERS/PARTICIPANTS (IF NECESSARY) Attach additional Signature Pages as necessary Signatures required for those additional grantors/equity owners/participants listed in response to question 10. By signing below, the person (i) hereby certifies that that the information provided in response to question 10 is true and accurate and (ii) agrees to notify the Company promptly of any changes in such information. Signature of Additional Grantor/Equity Owner/Participant X Date Signature of Additional Grantor/Equity Owner/Participant X Date Name (Print) of Additional Grantor/Equity Owner/Participant Name (Print) of Additional Grantor/Equity Owner/Participant Capacity (Print) of Additional Grantor/Equity Owner/Participant Capacity (Print) of Additional Grantor/Equity Owner/Participant