Qualified Purchaser Questionnaire Sample Clauses

Qualified Purchaser Questionnaire. The Subscriber is a “Qualified Purchaser” within the meaning of Section 3(c)(7) of the Investment Company Act and as such term is defined in Section 2(a)(51)(A) of the Investment Company Act and Rule 2a-51 thereunder because it is a/an (Note: Please read the definition of “Investments” in Exhibit A to this Subscription Agreement.) (Please indicate by checking the applicable boxes below ): ☐ Institutional Entity - any person (e.g., an institutional investor) that owns and invests on a discretionary basis not less than $25,000,000 in Investments (other than a self-directed employee benefit plan or trust). ☐ Closely-Held Company - a company1 that owns $5,000,000 or more in Investments and that is owned directly or indirectly by or for two or more natural persons who are related as siblings or spouses (including former spouses), or direct lineal descendants by birth or adoption, spouses of such persons, the estates of such persons, or foundations, charitable organizations or trusts established for the benefit of such persons. ☐ Trust - a trust not formed for the specific purpose of acquiring the Shares for which the trustee or other person authorized to make decisions with respect to the trust, and each settlor or other person who has contributed assets to the trust, is and at the time of contributing assets to the trust was (a) a Qualified Purchaser described in the clause above, (b) a natural person who owns not less than $5,000,000 in Investments or (c) any person, acting for his own account or the accounts of other Qualified Purchasers, who in the aggregate owns and invests on a discretionary basis, not less than $25,000,000 in Investments. ☐ Qualified Institutional Buyer - a “Qualified Institutional Buyer” as defined in Rule 144A (“Rule 144A”): (a) acting for its own account (or for the account of another Qualified Institutional Buyer or another Qualified Purchaser) other than a dealer (as defined in paragraph (a)(i)(ii) of Rule 144A) or an employee benefit plan or trust. ☐ (b) which is an employee benefit plan or trust for which investment decisions are made solely by the fiduciary, trustee or sponsor of such plan or trust. ☐ Entity Comprised of Qualified Purchasers - an entity, all of the beneficial owners of which are Qualified Purchasers (includes Qualified Purchasers described in this Section 2 and natural persons who own not less than $5,000,000 in Investments) (If this box is checked, please have each beneficial owner complete a Subscriber Question...
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Qualified Purchaser Questionnaire. The Subscriber is a “Qualified Purchaser” within the meaning of Section 3(c)(7) of the Investment Company Act of 1940, as amended (the “Investment Company Act”) and as such term is defined in Section 2(a)(51)(A) of the Investment Company Act and Rule 2a-51 thereunder because: (Note: Please read the definition of “Investments” in Exhibit A to this Subscription Agreement.) (Please indicate by checking the applicable box below): ☐ the Subscriber is a natural person who owns $5,000,000 or more in Investments (including Investments owned jointly with the Subscriber’s spouse); ☐ the Subscriber and its spouse will hold the Shares jointly as spouses and together they own $5,000,000 or more in Investments (including Investments owned jointly); ☐ the Subscriber is a company 4 that owns $5,000,000 or more in Investments and the Subscriber is owned directly or indirectly by natural persons who are related as siblings or spouses (including former spouses), or direct lineal descendants by birth or adoption, spouses of such persons, the estates of such persons, or foundations, charitable organizations, or trusts established by or for the benefit of such persons; or ☐ the Subscriber is not a Qualified Purchaser.
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Qualified Purchaser Questionnaire. The Subscriber is a “Qualified Purchaser” within the meaning of Section 3(c)(7) of the Investment Company Act of 1940, as amended (the “Investment Company Act”) and as such term is defined in Section 2(a)(51)(A) of the Investment Company Act and Rule 2a-51 thereunder because: (Note: Please read the definition of “Investments” in Exhibit A to this Subscription Agreement.) (Please indicate by checking the applicable box below): ☐ the Subscriber is a natural person who owns $5,000,000 or more in Investments (including Investments owned jointly with the Subscriber’s spouse); ☐ the Subscriber and its spouse will hold the Shares jointly as spouses and together they own $5,000,000 or more in Investments (including Investments owned jointly); ☐ the Subscriber is a company 4 that owns $5,000,000 or more in Investments and the Subscriber is owned directly or indirectly by natural persons who are related as siblings or spouses (including former spouses), or direct lineal descendants by birth or adoption, spouses of such persons, the estates of such persons, or foundations, charitable organizations, or trusts established by or for the benefit of such persons; or ☐ the Subscriber is not a Qualified Purchaser. 2 For purposes of calculating an individual Subscriber’s net worth for this Subscription Agreement, net worth generally means the excess of total assets at fair market value (excluding the value of the primary residence of the Subscriber) over total liabilities, subject to the following adjustments: (i) indebtedness that is secured by the Subscriber’s primary residence in excess of the estimated fair market value of the primary residence is included as a liability, and (ii) indebtedness that is secured by the Subscriber’s primary residence, up to the estimated fair market value of the primary residence at the time of the entry into this Subscription Agreement, is not included as a liability (except that if the amount of such indebtedness outstanding at the time of the entry into this Subscription Agreement exceeds the amount outstanding 60 days before such time, other than as a result of the acquisition of the primary residence, the amount of such excess is included as a liability). 3 For purposes of this Subscription Agreement, individual income means adjusted gross income, as reported for federal income tax purposes, less any income attributable to a spouse or to property owned by a spouse, increased by the following amounts (but not including any amounts attrib...
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Qualified Purchaser Questionnaire. The Investor must complete the Qualified Purchaser Questionnaire (which is attached to the Subscription Agreement as Annex C) and return it to Fund Counsel.
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Related to Qualified Purchaser Questionnaire

  • ACCREDITED INVESTOR QUESTIONNAIRE In order for the Company to offer and sell the Securities in conformance with state and federal securities laws, the following information must be obtained regarding your investor status. Please initial each category applicable to you as a Purchaser of Securities of the Company. (1) A bank as defined in Section 3(a)(2) of the Securities Act, or any savings and loan association or other institution as defined in Section 3(a)(5)(A) of the Securities Act whether acting in its individual or fiduciary capacity; (2) A broker or dealer registered pursuant to Section 15 of the Securities Exchange Act of 1934; (3) An insurance company as defined in Section 2(13) of the Securities Act; (4) An investment company registered under the Investment Company Act of 1940 or a business development company as defined in Section 2(a)(48) of that Act; (5) A Small Business Investment Company licensed by the U.S. Small Business Administration under Section 301(c) or (d) of the Small Business Investment Act of 1958; (6) A plan established and maintained by a state, its political subdivisions, or any agency or instrumentality of a state or its political subdivisions, for the benefit of its employees, if such plan has total assets in excess of $5,000,000; (7) An employee benefit plan within the meaning of the Employee Retirement Income Security Act of 1974, if the investment decision is made by a plan fiduciary, as defined in Section 3(21) of such act, which is either a bank, savings and loan association, insurance company, or registered investment adviser, or if the employee benefit plan has total assets in excess of $5,000,000 or, if a self-directed plan, with investment decisions made solely by persons that are accredited investors; (8) A private business development company as defined in Section 202(a)(22) of the Investment Advisers Act of 1940; (9) An organization described in Section 501(c)(3) of the Internal Revenue Code, a corporation, Massachusetts or similar business trust, or partnership, not formed for the specific purpose of acquiring the Securities, with total assets in excess of $5,000,000; (10) A trust, with total assets in excess of $5,000,000, not formed for the specific purpose of acquiring the Securities, whose purchase is directed by a sophisticated person who has such knowledge and experience in financial and business matters that such person is capable of evaluating the merits and risks of investing in the Company; (11) A natural person whose individual net worth, or joint net worth with that person’s spouse, at the time of his purchase exceeds $1,000,000; (12) A natural person who had an individual income in excess of $200,000 in each of the two most recent years, or joint income with that person’s spouse in excess of $300,000, in each of those years, and has a reasonable expectation of reaching the same income level in the current year; (13) An executive officer or director of the Company; (14) An entity in which all of the equity owners qualify under any of the above subparagraphs. If the undersigned belongs to this investor category only, list the equity owners of the undersigned, and the investor category which each such equity owner satisfies. A. FOR EXECUTION BY AN INDIVIDUAL: B. FOR EXECUTION BY AN ENTITY:

  • D&O Questionnaires To the Company’s knowledge, all information contained in the questionnaires completed by each of the Company’s directors and officers immediately prior to the Offering as well as in the Lock-Up Agreement provided to the Underwriters is true and correct in all respects and the Company has not become aware of any information which would cause the information disclosed in such questionnaires become inaccurate and incorrect.

  • Interest Questionnaire - Form CIQ No response Do not upload this form unless you have a reportable conflict with TIPS. There is an Attribute entitled “Conflict of Interest Questionnaire Requirement” immediately followed by an Attribute entitled “Conflict of Interest Questionnaire Requirement – Form CIQ – Continued.” Properly respond to those Attributes and only upload this form if applicable/instructed. If upload is required based on your response to those Attributes, the Conflict of Interest Questionnaire – Form CIQ must be downloaded from the “Attachments” section of the IonWave eBid System, reviewed, properly completed, and uploaded at this location.