Entity Investors. If Purchaser is a legal entity, like a corporation, partnership, or limited liability company, Purchaser also promises that:
Entity Investors. If the undersigned is an entity, trust, pension fund or XXX account (an “Entity”), the Entity and the person signing on its behalf represent and warrant that: (i) such Entity is an existing entity, and has not been organized or reorganized for the purpose of making this investment (or if not true, such fact shall be disclosed to the Company in writing along with information concerning the beneficial owners of the Entity), (ii) the undersigned has the authority to execute this Subscription Agreement, and any other documents in connection with an investment in the Shares, on the Entity's behalf, (iii) the Entity has the power, right and authority to invest in the Shares and enter into the transactions contemplated thereby, and that the investment is suitable and appropriate for the Entity and its beneficiaries (given the risks and illiquid nature of the investment) and (iv) all documents executed by the entity in connection with the Company are valid and binding documents or agreements of the Entity enforceable in accordance with their terms.
Entity Investors. If Purchaser is a legal entity, like a corporation, partnership, or limited liability company, Purchaser also promises that: 5.22.1. Accredited Investor. Purchaser is an “accredited investor” within the meaning of 17 CFR §230.501(a) because all of the owners of Purchaser are themselves accredited investors, i.e., because of 17 CFR §230.501(a)(8). Purchaser has received from each owner a written representation stating that such owner is accredited and specifying the basis for such representation. In the case of an owner representing that it is accredited because of 17 CFR §230.501(a)(8), such owner shall, in turn, obtain a representation from all of its owners, and so on and so forth, until each ultimate beneficial owner has represented that he, she, or it is an accredited investor.
Entity Investors. If the undersigned (i.e. the potential offeree and purchaser of the Securities) is an entity, then the undersigned entity hereby represents and warrants that each statement below initialed or checked below is true and correct regarding the undersigned entity (initial or check each statement below that applies to the undersigned entity):
(1) The undersigned is a corporation, partnership, business trust, limited liability company, Indian tribe, governmental body, or an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the "Code"), that (i) has total assets in excess of $5,000,000, and (ii) is not formed for the specific purpose of acquiring the Securities.
(2) The undersigned is a bank, insurance company, investment company registered under the United States Investment Company Act of 1940, as amended, a broker or dealer registered pursuant to Section 15 of the United States Securities Exchange Act of 1934, as amended, a business development company, a Small Business Investment Company licensed by the United States Small Business Administration, a plan with total assets in excess of $5,000,000 established and maintained by a state for the benefit of its employees, or a private business development company as defined in Section 202(a)(22) of the United States Investment Advisers Act of 1940, as amended.
(3) The undersigned is a trust with total assets in excess of $5,000,000 whose purchase is directed by a person with such knowledge and experience in financial and business matters that such person is capable of evaluating the merits and risks of the prospective investment.
(4) The undersigned is an employee benefit plan and either (i) all investment decisions are made by a bank, savings and loan association, insurance company, or registered investment advisor, or (ii) the undersigned has total assets in excess of $5,000,000 or (iii) if such plan is a self-directed plan, investment decisions are made solely by persons who are accredited investors.
(5) The undersigned is an entity in which all of the equity owners (in the case of a revocable living trust, its grantor(s)) are accredited investors (i.e. one or more of statements (6) through (10) are true and accurate with respect to any equity owner that is an entity, and one or more of statements (1) through (3) are true and accurate with respect to any equity owner that is an individual).
(6) The undersigned is a "family office," as defined by the "family office rule" ...
Entity Investors. A certified/notarised copy of the investor’s certificate of incorporation/formation/registration (as applicable).
Entity Investors. An investment company registered under the Investment Company Act of 1940 (the “Investment Company Act”) or a business development company as defined in section 2(a)(48) of such Act not formed for the specific purpose of investing in the Partnership;
Entity Investors. Completed Subscription Agreement Copies of Certificate of Formation or formation documents (e.g., certificate of incorporation, bylaws, trust deed, partnership agreement) and evidence of current good standing to conduct business A copy of current offering memorandum if Subscriber is a fund-of-funds Accredited Investor Documentation (see Exhibit B) IRS Form W-9 (see Exhibit C) Counterpart Signature Page to Second Amended and Restated Limited Liability Company Agreement of the Company (see Exhibit D)
1. INVESTMENT Investment Amount: $ Method of Payment (please check one)
2. FORM OF OWNERSHIP Check all applicable boxes Account Type: Additional Required Documentation:
Entity Investors. FOR CORPORATIONS. Include copy of Board resolution designating the corporate officer authorized to sign on behalf of the corporation, a Board resolution authorizing the investment, and financial statements. FOR PARTNERSHIPS AND LLCs. Provide a complete copy of the partnership agreement or LLC operating agreement, questionnaire, and financial statements for each General Partner.
Entity Investors. If the Investor is other than a natural person, such Investor represents and warrants that: (i) it has not been formed, re-formed, or recapitalized for the specific purpose of purchasing the Shares, or if it has been formed or re-formed for such purpose, each of its beneficial owners of equity securities or equity interests (including partners, in the case of a partnership) is an "accredited investor," as defined in Rule 501(a) under the Act; (ii) it has been duly formed and is validly existing under the laws of the jurisdiction of its formation, with full power and authority to enter into the transactions contemplated by this Agreement; and (iii) this Agreement has been duly and validly authorized, executed, and delivered by it and, when executed and delivered by the Company, will constitute the valid, binding, and enforceable agreement of such entity, subject to general equitable principles (whether considered in a proceeding in equity or at law)
Entity Investors. If the Subscriber is a partnership, corporation, limited liability company, trust or other entity, the information requested in this section should be provided in regard to such entity.
1. Full legal name of entity:
2. Indicate type of entity: ___ General Partnership ___ Limited Partnership ___ Corporation ___ Limited Liability Company ___ Trust ___ Other (Specify)
3. Taxpayer Identification Number:
4. State in which organized or incorporated:
5. Date of organization or incorporation:
6. Was this partnership, corporation, limited liability company, trust or other entity for the specific purpose of acquiring the Shares? ___Yes ___ No
