Family, Friends and Business Associates Exemptions. (i) The Subscriber is a resident of a Province or Territory of Canada other than Ontario, and is: (A) a director, executive officer or control person of the Issuer, or of an affiliate of the Issuer, (B) a spouse, parent, grandparent, brother, sister, child or grandchild of a director, executive officer or control person of the Issuer, or of an affiliate of the Issuer, (C) a parent, grandparent, brother, sister, child or grandchild of the spouse of a director, executive officer or control person of the Issuer or of an affiliate of the Issuer, (D) a close personal friend of a director, executive officer or control person of the Issuer, or of an affiliate of the Issuer, (E) a close business associate of a director, executive officer or control person of the Issuer, or of an affiliate of the Issuer, (F) a founder of the Issuer or a spouse, parent, grandparent, brother, sister, child, grandchild, close personal friend or close business associate of a founder of the Issuer, (G) a parent, grandparent, brother, sister, child or grandchild of a spouse of a founder of the Issuer, (H) a person of which a majority of the voting securities are beneficially owned by, or a majority of the directors are, persons described in paragraphs (A) to (G), or (I) a trust or estate of which all of the beneficiaries or a majority of the trustees or executors are persons described in paragraphs (A) to (G); (ii) The Subscriber is a resident of Ontario and is not an investment fund, you have concurrently executed and delivered a Form 45-106F12 – Risk Acknowledgement Form for Family, Friends and Business Associates in the form attached as Appendix 1 to Schedule B and signed by all of the following: (A) the purchaser; (B) an executive officer of the Issuer other than the purchaser; (C) if the purchaser is a person referred to under paragraph 7.1(a)(i)(B), the director, executive officer or control person of the issuer or an affiliate of the issuer who has the specified relationship with the purchaser; (D) if the purchaser is a person referred to under paragraph 7.1(a)(i)(C), the director, executive officer or control person of the issuer or an affiliate of the issuer whose spouse has the specified relationship with the purchaser; (E) if the purchaser is a person referred to under paragraph 7.1(a)(i)(D) or (i)(E), the director, executive officer or control person of the issuer or an affiliate of the issuer who is a close personal friend or a close business associate of the purchaser; and (F) the founder of the Issuer, if the purchaser is a person referred to in paragraph 7.1(a)(i)(F) and (i)(G) other than the founder of the Issuer; and (iii) you have concurrently executed and delivered a certificate in the form attached as Schedule B attached hereto.
Appears in 3 contracts
Samples: Subscription Agreement (Grown Rogue International Inc.), Subscription Agreement, Subscription Agreement
Family, Friends and Business Associates Exemptions. (i) The Subscriber is a resident of a Province or Territory of Canada other than OntarioCanada, and is:
(A) a director, executive officer or control person of the Issuer, or of an affiliate of the Issuer,
(B) a spouse, parent, grandparent, brother, sister, child or grandchild of a director, executive officer or control person of the Issuer, or of an affiliate of the Issuer,
(C) a parent, grandparent, brother, sister, child or grandchild of the spouse of a director, executive officer or control person of the Issuer or of an affiliate of the Issuer,
(D) a close personal friend of a director, executive officer or control person of the Issuer, or of an affiliate of the Issuer,
(E) a close business associate of a director, executive officer or control person of the Issuer, or of an affiliate of the Issuer,
(F) a founder of the Issuer or a spouse, parent, grandparent, brother, sister, child, grandchildgrandchild , close personal friend or close business associate of a founder of the Issuer,
(G) a parent, grandparent, brother, sister, child or grandchild of a spouse of a founder of the Issuer,
(H) a person of which a majority of the voting securities are beneficially owned by, or a majority of the directors are, persons described in paragraphs (A) to (G), or
(I) a trust or estate of which all of the beneficiaries or a majority of the trustees or executors are persons described in paragraphs (A) to (G); If the Subscriber is a resident of Saskatchewan, the Subscriber must complete and sign the Risk Acknowledgement Form - 45-106F5 attached hereto as Appendix 2 of Schedule C;
(ii) The Subscriber is a resident of Ontario and is not an investment fund, you have concurrently executed and delivered a Form 45-106F12 – Risk Acknowledgement Form for Family, Friends and Business Associates in the form attached as Appendix 1 to Schedule B C and signed by all of the following:
(A) the purchaser;
(B) an executive officer of the Issuer other than the purchaser;
(C) if the purchaser is a person referred to under paragraph 7.1(a)(i)(B), the director, executive officer or control person of the issuer or an affiliate of the issuer who has the specified relationship with the purchaser;
(D) if the purchaser is a person referred to under paragraph 7.1(a)(i)(C), the director, executive officer or control person of the issuer or an affiliate of the issuer whose spouse has the specified relationship with the purchaser;
(E) if the purchaser is a person referred to under paragraph 7.1(a)(i)(D) or (i)(E), the director, executive officer or control person of the issuer or an affiliate of the issuer who is a close personal friend or a close business associate of the purchaser; and
(F) the founder of the Issuer, if the purchaser is a person referred to in paragraph 7.1(a)(i)(F) and (i)(G) other than the founder of the Issuer; and
(iii) you have concurrently executed and delivered a certificate in the form attached as Schedule B C attached hereto.
Appears in 2 contracts
Samples: Common Share Subscription Agreement (Siyata Mobile Inc.), Common Share Subscription Agreement (Siyata Mobile Inc.)
Family, Friends and Business Associates Exemptions. (i) The Subscriber is a resident of a Province or Territory of Canada other than Ontario, and is:
(A) a director, executive officer or control person of the Issuer, or of an affiliate of the Issuer,
(B) a spouse, parent, grandparent, brother, sister, child or grandchild of a director, executive officer or control person of the Issuer, or of an affiliate of the Issuer,
(C) a parent, grandparent, brother, sister, child or grandchild of the spouse of a director, executive officer or control person of the Issuer or of an affiliate of the Issuer,
(D) a close personal friend of a director, executive officer or control person of the Issuer, or of an affiliate of the Issuer,
(E) a close business associate of a director, executive officer or control person of the Issuer, or of an affiliate of the Issuer,
(F) a founder of the Issuer or a spouse, parent, grandparent, brother, sister, child, grandchildgrandchild , close personal friend or close business associate of a founder of the Issuer,
(G) a parent, grandparent, brother, sister, child or grandchild of a spouse of a founder of the Issuer,
(H) a person of which a majority of the voting securities are beneficially owned by, or a majority of the directors are, persons described in paragraphs (A) to (G), or
(I) a trust or estate of which all of the beneficiaries or a majority of the trustees or executors are persons described in paragraphs (A) to (G); If the Subscriber is a resident of Saskatchewan, the Subscriber must complete and sign the Risk Acknowledgement Form - 45-106F5 attached hereto as Schedule C;
(ii) The Subscriber is a resident of Ontario and is not an investment fund, you have concurrently executed and delivered a Form 45-106F12 – Risk Acknowledgement Form for Family, Friends and Business Associates in the form attached as Appendix 1 to Schedule B and signed by all of the following:
(A) the purchaser;
(B) an executive officer of the Issuer other than the purchaser;
(C) if the purchaser is a person referred to under paragraph 7.1(a)(i)(B), the director, executive officer or control person of the issuer or an affiliate of the issuer who has the specified relationship with the purchaser;
(D) if the purchaser is a person referred to under paragraph 7.1(a)(i)(C), the director, executive officer or control person of the issuer or an affiliate of the issuer whose spouse has the specified relationship with the purchaser;
(E) if the purchaser is a person referred to under paragraph 7.1(a)(i)(D) or (i)(E), the director, executive officer or control person of the issuer or an affiliate of the issuer who is a close personal friend or a close business associate of the purchaser; and
(F) the founder of the Issuer, if the purchaser is a person referred to in paragraph 7.1(a)(i)(F) and (i)(G) other than the founder of the Issuer; and
(iii) you have concurrently executed and delivered a certificate in the form attached as Schedule B attached hereto.
Appears in 1 contract
Samples: Warrant Subscription Agreement (Modern Mining Technology Corp.)
Family, Friends and Business Associates Exemptions. (i) The Subscriber is a resident of a Province or Territory of Canada other than Ontario, and is:
(A) a director, executive officer or control person of the Issuer, or of an affiliate of the Issuer,
(B) a spouse, parent, grandparent, brother, sister, child or grandchild of a director, executive officer or control person of the Issuer, or of an affiliate of the Issuer,
(C) a parent, grandparent, brother, sister, child or grandchild of the spouse of a director, executive officer or control person of the Issuer or of an affiliate of the Issuer,
(D) a close personal friend of a director, executive officer or control person of the Issuer, or of an affiliate of the Issuer,
(E) a close business associate of a director, executive officer or control person of the Issuer, or of an affiliate of the Issuer,
(F) a founder of the Issuer or a spouse, parent, grandparent, brother, sister, child, grandchildgrandchild , close personal friend or close business associate of a founder of the Issuer,
(G) a parent, grandparent, brother, sister, child or grandchild of a spouse of a founder of the Issuer,
(H) a person of which a majority of the voting securities are beneficially owned by, or a majority of the directors are, persons described in paragraphs (A) to (G), or
(I) a trust or estate of which all of the beneficiaries or a majority of the trustees or executors are persons described in paragraphs (A) to (G); If the Subscriber is a resident of Saskatchewan, the Subscriber must complete and sign the Risk Acknowledgement Form - 45-106F5 attached hereto as Schedule D;
(ii) The Subscriber is a resident of Ontario and is not an investment fund, you have concurrently executed and delivered a Form 45-106F12 – Risk Acknowledgement Form for Family, Friends and Business Associates in the form attached as Appendix 1 to Schedule B and signed by all of the followingis:
(A) a founder of the purchaser;Issuer,
(B) an executive officer affiliate of a founder of the Issuer other than the purchaser;Issuer,
(C) if the purchaser is a person referred to under paragraph 7.1(a)(i)(B)spouse, the directorparent, brother, sister, grandparent, grandchild or child of an executive officer officer, director or control person of the issuer or an affiliate of the issuer who has the specified relationship with the purchaser;
(D) if the purchaser is a person referred to under paragraph 7.1(a)(i)(C), the director, executive officer or control person of the issuer or an affiliate of the issuer whose spouse has the specified relationship with the purchaser;
(E) if the purchaser is a person referred to under paragraph 7.1(a)(i)(D) or (i)(E), the director, executive officer or control person of the issuer or an affiliate of the issuer who is a close personal friend or a close business associate of the purchaser; and
(F) the founder of the Issuer, if the purchaser or
(D) a person that is a control person referred to in paragraph 7.1(a)(i)(F) and (i)(G) other than the founder of the Issuer; and
(iii) you have concurrently executed and delivered a certificate in the form attached as Schedule B attached hereto.;
Appears in 1 contract
Samples: Subscription Agreement (American Graphite Technologies Inc.)
Family, Friends and Business Associates Exemptions. (i) The Subscriber is a resident of a Province or Territory of Canada other than Ontario, and is:
(A) a director, executive officer or control person of the Issuer, or of an affiliate of the Issuer,
(B) a spouse, parent, grandparent, brother, sister, child or grandchild of a director, executive officer or control person of the Issuer, or of an affiliate of the Issuer,
(C) a parent, grandparent, brother, sister, child or grandchild of the spouse of a director, executive officer or control person of the Issuer or of an affiliate of the Issuer,
(D) a close personal friend of a director, executive officer or control person of the Issuer, or of an affiliate of the Issuer,
(E) a close business associate of a director, executive officer or control person of the Issuer, or of an affiliate of the Issuer,
(F) a founder of the Issuer or a spouse, parent, grandparent, brother, sister, child, grandchildgrandchild , close personal friend or close business associate of a founder of the Issuer,
(G) a parent, grandparent, brother, sister, child or grandchild of a spouse of a founder of the Issuer,
(H) a person of which a majority of the voting securities are beneficially owned by, or a majority of the directors are, persons described in paragraphs (A) to (G), or
(I) a trust or estate of which all of the beneficiaries or a majority of the trustees or executors are persons described in paragraphs (A) to (G);
(ii) If the Subscriber is a resident of Saskatchewan, the Subscriber must complete and sign the Form - 45-106F5 – Risk Acknowledgement Saskatchewan Close Personal Friends and Close Business Associates attached hereto as Appendix 2 to Schedule B;
(iii) The Subscriber is a resident of Ontario and is not an investment fund, you have and has concurrently executed and delivered a Form 45-106F12 – Risk Acknowledgement Form for Family, Friends and Business Associates in the form attached as Appendix 1 to Schedule B and signed by all of the following:
(A) the purchaser;
(B) an executive officer of the Issuer other than the purchaser;
(C) if the purchaser is a person referred to under paragraph 7.1(a)(i)(B), the director, executive officer or control person of the issuer or an affiliate of the issuer who has the specified relationship with the purchaser;
(D) if the purchaser is a person referred to under paragraph 7.1(a)(i)(C), the director, executive officer or control person of the issuer or an affiliate of the issuer whose spouse has the specified relationship with the purchaser;
(E) if the purchaser is a person referred to under paragraph 7.1(a)(i)(D) or (i)(E), the director, executive officer or control person of the issuer or an affiliate of the issuer who is a close personal friend or a close business associate of the purchaser; and
(F) the founder of the Issuer, if the purchaser is a person referred to in paragraph 7.1(a)(i)(F) and (i)(G) other than the founder of the Issuer; and
(iiiiv) you have the Subscriber has concurrently executed and delivered a certificate in the form attached as Schedule B attached hereto.
Appears in 1 contract
Samples: Common Share Subscription Agreement (Modern Mining Technology Corp.)