Domicile/State of Organization Sample Clauses

Domicile/State of Organization. The undersigned's state of domicile/organization is _______________ and the undersigned was solicited to purchase the securities in such state and is executing this Investor Questionnaire in such state. The foregoing representations are true and accurate as of the date hereof. The undersigned undertakes to notify the Company regarding any material change in the information set forth above prior to the purchase by the undersigned of any Closing Securities of the Company. Dated: _________, 2012 __________________________ Address:_________________________ Signature of Investor Telephone:_______________________ Facsimile:________________________ Email:__________________________ __________________________ Print Name of Investor __________________________ Print Title (if applicable) ATTACHMENT 1 Rule 501. Definitions and Terms Used in Regulation D ("Regulation D") under the United States Securities Act of 1933, as amended (the "Act"). As used in Regulation D, the term "accredited investor" shall mean any person who comes within any of the following categories, or who the issuer reasonably believes comes within any of the following categories, at the time of the sale of the securities to that person:
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Domicile/State of Organization. The undersigned’s state of domicile/organization is: . The foregoing representations are true and accurate as of the date hereof. The undersigned undertakes to notify the Company regarding any material change in the information set forth above prior to the purchase by the undersigned of any Securities of the Company. Dated: Address: Signature of Investor(s) Telephone: Facsimile: Email: Print Name of Investor(s) Print Title (if applicable) ATTACHMENT 1 Rule 501. Definitions and Terms Used in Regulation D under the Act. As used in Regulation D, the term “accredited investor” shall mean any person who comes within any of the following categories, or who the issuer reasonably believes comes within any of the following categories, at the time of the sale of the securities to that person:
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Domicile/State of Organization. The undersigned's state of domicile/organization is: _______________. The foregoing representations are true and accurate as of the date hereof. The undersigned undertakes to notify the Company regarding any material change in the information set forth above prior to the purchase by the undersigned of any Securities of the Company. Dated: __________________________ Address:_________________________ Signature of Investor(s) Telephone:_______________________ Facsimile:________________________ Email:__________________________ __________________________ Print Name of Investor(s) __________________________ Print Title (if applicable) ATTACHMENT 1 Rule 501. Definitions and Terms Used in Regulation D under the Act. As used in Regulation D, the term "accredited investor" shall mean any person who comes within any of the following categories, or who the issuer reasonably believes comes within any of the following categories, at the time of the sale of the securities to that person:
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Domicile/State of Organization. The undersigned’s state of domicile/organization is: _______________. The foregoing representations are true and accurate as of the date hereof. The undersigned undertakes to notify the Company regarding any material change in the information set forth above prior to the purchase by the undersigned of any Securities of the Company. Dated: Address: Signature of Investor(s) Telephone: Facsimile: Email: Print Name of Investor(s) Print Title (if applicable) Schedule 3(l) to Subscription Agreement (Capitalization) The Company has retained [________________] (the “Broker”) to act as a broker in connection with the sale of Units to certain Investors. The Broker is not purchasing or selling any of the Units but has introduced certain Investors to the Company. The Company agreed to pay the Broker a fee equal to 10% of the aggregate gross proceeds from the sale of the Units to certain Investors and to issue to the Broker a warrant to purchase 10% of the number of shares into which the Notes sold to certain Investors are convertible. Schedule 4(g) to Subscription Agreement (Capitalization) The authorized and outstanding capital stock of the Company on a fully diluted basis as of the date of this Agreement and the Closing Date (not including the Securities) are: Schedule 5(g) to Subscription Agreement (Use of Proceeds) The Company anticipates using the gross proceeds from the Offering as follows: Use of Proceeds $ Amount ATTACHMENT 1 Rule 501. Definitions and Terms Used in Regulation D under the Act. As used in Regulation D, the term “accredited investor” shall mean any person who comes within any of the following categories, or who the issuer reasonably believes comes within any of the following categories, at the time of the sale of the securities to that person:
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Related to Domicile/State of Organization

  • Principal Place of Business; State of Organization (a) Borrower’s principal place of business as of the date hereof is the address set forth in Schedule I. Each Borrower is organized under the laws of the State of Delaware.

  • Articles of Organization This Company is organized pursuant to the provisions of the COLORADO LIMITED LIABILITY COMPANY ACT (the “Act”, codified in Colorado Revised Statues §7-80-100 et seq. as it may be amended from time to time) and pursuant to Articles of Organization filed with the Secretary of State on January 24, 2014. The rights and obligations of the Company and the Members shall be provided in this Operating Agreement.

  • Jurisdiction of Organization On the date hereof, such Grantor’s jurisdiction of organization is specified on Schedule 4.

  • Name; State of Organization; Chief Executive Office; Collateral Locations (a) The exact legal name of each Borrower and Guarantor is as set forth on the signature page of this Agreement and in the Information Certificate. No Borrower or Guarantor has, during the five years prior to the date of this Agreement, been known by or used any other corporate or fictitious name or been a party to any merger or consolidation, or acquired all or substantially all of the assets of any Person, or acquired any of its property or assets out of the ordinary course of business, except as set forth in the Information Certificate.

  • Name; Jurisdiction of Organization, etc On the date hereof, such Grantor’s exact legal name (as indicated on the public record of such Grantor’s jurisdiction of formation or organization), jurisdiction of organization, organizational identification number, if any, United States taxpayer identification number, if any, and the location of such Grantor’s chief executive office or sole place of business are specified on Schedule 3.4. Each Grantor is organized solely under the law of the jurisdiction so specified and has not filed any certificates of domestication, transfer or continuance in any other jurisdiction. Except as otherwise indicated on Schedule 3.4, the jurisdiction of each such Grantor’s organization of formation is required to maintain a public record showing the Grantor to have been organized or formed. Except as specified on Schedule 3.4, as of the Closing Date (or the date of any applicable Joinder Agreement hereto in the case of an Additional Grantor) no such Grantor has changed its name, jurisdiction of organization, chief executive office or sole place of business or its corporate structure in any way (e.g., by merger, consolidation, change in corporate form or otherwise) within the past five years and has not within the last five years become bound (whether as a result of merger or otherwise) as a grantor under a security agreement entered into by another Person, which has not heretofore been terminated.

  • State of Incorporation; Name; No Changes Seller’s state of incorporation is the State of Nevada. Seller’s exact legal name is as set forth in the first paragraph of this Agreement. Seller has not changed its name whether by amendment of its Articles of Incorporation, by reorganization or otherwise, and has not changed its state of incorporation within the four months preceding the Closing Date.

  • Jurisdiction of Organization; Chief Executive Office Such Grantor’s jurisdiction of organization, legal name and organizational identification number, if any, and the location of such Grantor’s chief executive office or sole place of business, in each case as of the date hereof, is specified on Schedule 3 and such Schedule 3 also lists all jurisdictions of incorporation, legal names and locations of such Grantor’s chief executive office or sole place of business for the five years preceding the date hereof.

  • Organization Documents; Fiscal Year; Legal Name, State of Formation and Form of Entity (a) Amend, modify or change its Organization Documents in a manner adverse to the Lenders.

  • Preservation of Organization Seller shall use its reasonable best efforts, provided that no material expenditure is required, to preserve intact the business organization of the Business, to keep available the services of current employees of the Business and to preserve for Purchaser the present relationships of the Business with its suppliers and customers and others having business relations with the Business.

  • Secretary of State The Secretary of State of the State of Delaware.

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