Common use of Non-Accredited Investors Clause in Contracts

Non-Accredited Investors. Notwithstanding anything to the contrary in this Article V, if the consideration received in connection with the Drag-Along Transaction includes securities (“Restricted Securities”) with respect to which no registration statement covering the issuance of such securities has been declared effective under the Securities Act, then, if the Holder is not then an Accredited Investor (without regard to Rule 501(a)(4) under the Securities Act), the Holder may be required, at the request and election of the Selling Partners, to (A) appoint a purchaser representative (as such term is defined in Rule 501 under the Securities Act) reasonably acceptable to the Selling Partners or (B) accept cash in lieu of any Restricted Securities such non-Accredited Holder would otherwise receive in an amount equal to the fair market value of such securities, as determined by the General Partner.

Non-Accredited Investors. Notwithstanding anything to the contrary in this Article V, if the consideration received in connection with the Drag-Along Transaction includes securities (“Restricted Securities”) with respect to which no registration statement covering the issuance of such securities has been declared effective under the Securities Act, then, if the Holder is not then an Accredited Investor (without regard to Rule 501(a)(4) under the Securities Act), the Holder may be required, at the request and election of the Selling Partners, to (Aa) appoint a purchaser representative (as such term is defined in Rule 501 under the Securities Act) reasonably acceptable to the Selling Partners or (Bb) accept cash in lieu of any Restricted Securities such non-Accredited accredited Holder would otherwise receive in an amount equal to the fair market value of such securities, as determined by the General Partner.