FINRA Matters and New Issues Clause Samples

FINRA Matters and New Issues. The Subscriber understands and acknowledges that, in connection with the Company's purchase of new issues (as defined in Financial Industry Regulatory Authority ("FINRA") Rule 5130) or public offerings of portfolio companies and any representations the Company is required to make in connection therewith, the Company will be relying on the information provided by the Subscriber regarding its "restricted person" and "covered person" status for purposes of FINRA Rule 5130 and FINRA Rule 5131 and regarding the Subscriber's FINRA affiliations and associations. The Subscriber agrees to promptly provide the Company and the Adviser with such information to the extent requested by the Adviser. The Subscriber understands that failure to fully and accurately respond to a request for such information or an update to such information may result in some or all of the Subscriber's Shares being treated as held by a "non-exempt restricted person" for purposes of FINRA Rule 5130 or by a "non-exempt covered person" for purposes of FINRA Rule 5131. The Subscriber further understands that to the extent it is a non-exempt restricted person or non-exempt covered person or an account or other non-natural person in which a non-exempt restricted person or non-exempt covered person for such purposes has a "beneficial interest," or is treated as such, the Company may need to limit or restrict the Subscriber's right to participate in allocations and/or distributions with regard to certain new issues purchased by the Company in order to comply with FINRA Rule 5130 or FINRA Rule 5131, and that the Company will make such determinations regarding the need and extent of such limitations or restrictions based on the information provided by the Subscriber in respect of such matters.