Common use of Subscriber's declarations as a non-Accredited Investor Clause in Contracts

Subscriber's declarations as a non-Accredited Investor. If applicable and the Subscriber is a resident of the United States, the undersigned Subscriber also warrants and certifies that the Subscriber is not an Accredited Investor, as that term may be interpreted in accordance with Section 4(2) of the of the U.S. Act and in Rule 501 of Regulation D promulgated thereunder, however, the Subscriber also warrants and certifies that the Subscriber satisfies one or more of the following categories {please check the appropriate category or categories where applicable}: c The Subscriber has an annual gross income of at least U.S. $50,000 and a net worth (exclusive of home, home furnishings and automobiles) of at least U.S. $100,000; c The Subscriber has, irrespective of annual gross income, a net worth of U.S. $200,000 (determined with the same exclusions specified immediately above); or c The Subscriber represents and warrants, in the event of sales to fiduciary accounts, that such conditions are satisfied by the fiduciary, the fiduciary account or the contributor who directly or indirectly furnished the funds for the purchase of the Shares. In this regard the Subscriber hereby again acknowledges and agrees that one of the requirements of the above-referenced exemption is that the Company and the persons involved in the offering and sale of the relevant securities; and in this case the Shares; must have reasonable grounds to believe and, in fact, believe that the Subscriber, whether alone or together with the Subscriber's representative, if any, has such knowledge and experience in financial and business matters that the Subscriber is capable of evaluating the merits and risks of the prospective investment. As a result, and in order to be assured that the offer and sale of Shares to the Subscriber as a non-Accredited Investor will not result in violation of that certain exemption from the registration and prospectus delivery requirement of the U.S. Act specified by the provisions of Section 4(2) of the U.S. Act and Rules 501 and 506 of Regulation D, the Subscriber is being requested to hereby provide the Company with a completed and executed copy of the Appendix "II" - "Subscriber's Suitability Questionnaire" which is attached hereto.

Subscriber's declarations as a non-Accredited Investor. If applicable and the Subscriber is a resident of the United States, the undersigned Subscriber also warrants and certifies that the Subscriber is not an Accredited Investor, as that term may be interpreted in accordance with Rule 501 of Regulation D promulgated under Section 4(2) of the of the U.S. Act and in Rule 501 of Regulation D promulgated thereunderAct, however, the Subscriber also warrants and certifies that the Subscriber satisfies one or more of the following categories {please check the appropriate category or categories where applicable}: c The Subscriber has an annual gross income of at least U.S. $50,000 and a net worth (exclusive of home, home furnishings and automobiles) of at least U.S. $100,000; c The Subscriber has, irrespective of annual gross income, a net worth of U.S. $200,000 (determined with the same exclusions specified immediately above); or c The Subscriber represents and warrants, in the event of sales to fiduciary accounts, that such conditions are satisfied by the fiduciary, the fiduciary account or the contributor who directly or indirectly furnished the funds for the purchase of the Shares. In this regard the Subscriber hereby again acknowledges and agrees that one of the requirements of the above-referenced exemption is that the Company and the persons involved in the offering and sale of the relevant securities; and in this case the Shares; must have reasonable grounds to believe and, in fact, believe that the Subscriber, whether alone or together with the Subscriber's representative, if any, has such knowledge and experience in financial and business matters that the Subscriber is capable of evaluating the merits and risks of the prospective investment. As a result, and in order to be assured that the offer and sale of Shares to the Subscriber as a non-Accredited Investor will not result in violation of that certain exemption from the registration and prospectus delivery requirement of the U.S. Act specified by the provisions of Section 4(2) of the U.S. Act and or Rules 501 and 506 of Regulation DD promulgated under the U.S. Act, the Subscriber is being requested to hereby provide the Company with a completed and executed copy of the Appendix "II" - "Subscriber's Suitability Questionnaire" which is attached hereto.

Subscriber's declarations as a non-Accredited Investor. If applicable and the Subscriber is a resident of the United States, the undersigned Subscriber also warrants and certifies that the Subscriber is not an Accredited Investor, as that term may be interpreted in accordance with Rule 501 of Regulation D promulgated under Section 4(2) of the of the U.S. Act and in Rule 501 of Regulation D promulgated thereunderAct, however, the Subscriber also warrants and certifies that the Subscriber satisfies one or more of the following categories {please check the appropriate category or categories where applicable}: c The Subscriber has an annual gross income of at least U.S. $50,000 and a net worth (exclusive of home, home furnishings and automobiles) of at least U.S. $100,000; c The Subscriber has, irrespective of annual gross income, a net worth of U.S. $200,000 (determined with the same exclusions specified immediately above); or c The Subscriber represents and warrants, in the event of sales to fiduciary accounts, that such conditions are satisfied by the fiduciary, the fiduciary account or the contributor who directly or indirectly furnished the funds for the purchase of the Sharespost-Forward Split Units. In this regard the Subscriber hereby again acknowledges and agrees that one of the requirements of the above-referenced exemption is that the Company and the persons involved in the offering and sale of the relevant securities; and in this case the Sharespost-Forward Split Units; must have reasonable grounds to believe and, in fact, believe that the Subscriber, whether alone or together with the Subscriber's representative, if any, has such knowledge and experience in financial and business matters that the Subscriber is capable of evaluating the merits and risks of the prospective investment. As a result, and in order to be assured that the offer and sale of Shares post-Forward Split Units to the Subscriber as a non-Accredited Investor will not result in violation of that certain exemption from the registration and prospectus delivery requirement of the U.S. Act specified by the provisions of Rules 501 and 506 of Regulation D promulgated under Section 4(2) of the U.S. Act and Rules 501 and 506 of Regulation DAct, the Subscriber is being requested to hereby provide the Company with a completed and executed copy of the Appendix Attachment "II" - "Subscriber's Suitability Questionnaire" which is attached hereto.

Subscriber's declarations as a non-Accredited Investor. If applicable and the Subscriber is a resident of the United States, the undersigned Subscriber also warrants and certifies that the Subscriber is not an Accredited Investor, as that term may be interpreted in accordance with Section 4(2) of the of the U.S. Act and in Rule 501 of Regulation D promulgated thereunder, however, the Subscriber also warrants and certifies that the Subscriber satisfies one or more of the following categories {please check the appropriate category or categories where applicable}: c The Subscriber has an annual gross income of at least U.S. $50,000 and a net worth (exclusive of home, home furnishings and automobiles) of at least U.S. $100,000; c The Subscriber has, irrespective of annual gross income, a net worth of U.S. $200,000 (determined with the same exclusions specified immediately above); or c The Subscriber represents and warrants, in the event of sales to fiduciary accounts, that such conditions are satisfied by the fiduciary, the fiduciary account or the contributor who directly or indirectly furnished the funds for the purchase of the SharesUnits. In this regard the Subscriber hereby again acknowledges and agrees that one of the requirements of the above-referenced exemption is that the Company and the persons involved in the offering and sale of the relevant securities; and in this case the SharesUnits; must have reasonable grounds to believe and, in fact, believe that the Subscriber, whether alone or together with the Subscriber's representative, if any, has such knowledge and experience in financial and business matters that the Subscriber is capable of evaluating the merits and risks of the prospective investment. As a result, and in order to be assured that the offer and sale of Shares Units to the Subscriber as a non-Accredited Investor will not result in violation of that certain exemption from the registration and prospectus delivery requirement of the U.S. Act specified by the provisions of Section 4(2) of the U.S. Act and Rules 501 and 506 of Regulation D, the Subscriber is being requested to hereby provide the Company with a completed and executed copy of the Appendix "II" - "Subscriber's Suitability Questionnaire" which is attached hereto.

Subscriber's declarations as a non-Accredited Investor. If applicable and the Subscriber is a resident of the United States, the undersigned Subscriber also warrants and certifies that the Subscriber is not an Accredited Investor, as that term may be interpreted in accordance with Rule 501 of Regulation D promulgated under Section 4(2) of the of the U.S. Act and in Rule 501 of Regulation D promulgated thereunderAct, however, the Subscriber also warrants and certifies that the Subscriber satisfies one or more of the following categories {please check the appropriate category or categories where applicable}: c . The Subscriber has an annual gross income of at least U.S. $50,000 and a net worth (exclusive of home, home furnishings and automobiles) of at least U.S. $100,000; c . The Subscriber has, irrespective of annual gross income, a net worth of U.S. $200,000 (determined with the same exclusions specified immediately above); or c . The Subscriber represents and warrants, in the event of sales to fiduciary accounts, that such conditions are satisfied by the fiduciary, the fiduciary account or the contributor who directly or indirectly furnished the funds for the purchase of the Shares. In this regard the Subscriber hereby again acknowledges and agrees that one of the requirements of the above-referenced exemption is that the Company and the persons involved in the offering and sale of the relevant securities; and in this case the Shares; must have reasonable grounds to believe and, in fact, believe that the Subscriber, whether alone or together with the Subscriber's ’s representative, if any, has such knowledge and experience in financial and business matters that the Subscriber is capable of evaluating the merits and risks of the prospective investment. As a result, and in order to be assured that the offer and sale of Shares to the Subscriber as a non-Accredited Investor will not result in violation of that certain exemption from the registration and prospectus delivery requirement of the U.S. Act specified by the provisions of Section 4(2) of the U.S. Act and or Rules 501 and 506 of Regulation DD promulgated under the U.S. Act, the Subscriber is being requested to hereby provide the Company with a completed and executed copy of the Appendix "“II" ” - "“Subscriber's ’s Suitability Questionnaire" ” which is attached hereto.

Subscriber's declarations as a non-Accredited Investor. If applicable and the Subscriber is a resident of the United States, the undersigned Subscriber also warrants and certifies that the Subscriber is not an Accredited Investor, as that term may be interpreted in accordance with Rule 501 of Regulation D promulgated under Section 4(2) of the of the U.S. Act and in Rule 501 of Regulation D promulgated thereunderAct, however, the Subscriber also warrants and certifies that the Subscriber satisfies one or more of the following categories {please check the appropriate category or categories where applicable}: c [ ] The Subscriber has an annual gross income of at least U.S. $50,000 and a net worth (exclusive of home, home furnishings and automobiles) of at least U.S. $100,000; c [ ] The Subscriber has, irrespective of annual gross income, a net worth of U.S. $200,000 (determined with the same exclusions specified immediately above); or c [ ] The Subscriber represents and warrants, in the event of sales to fiduciary accounts, that such conditions are satisfied by the fiduciary, the fiduciary account or the contributor who directly or indirectly furnished the funds for the purchase of the Shares. In this regard the Subscriber hereby again acknowledges and agrees that one of the requirements of the above-referenced exemption is that the Company and the persons involved in the offering and sale of the relevant securities; and in this case the Shares; must have reasonable grounds to believe and, in fact, believe that the Subscriber, whether alone or together with the Subscriber's ’s representative, if any, has such knowledge and experience in financial and business matters that the Subscriber is capable of evaluating the merits and risks of the prospective investment. As a result, and in order to be assured that the offer and sale of Shares to the Subscriber as a non-Accredited Investor will not result in violation of that certain exemption from the registration and prospectus delivery requirement of the U.S. Act specified by the provisions of Section 4(2) of the U.S. Act and or Rules 501 and 506 of Regulation DD promulgated under the U.S. Act, the Subscriber is being requested to hereby provide the Company with a completed and executed copy of the Appendix "“II" ” - "“Subscriber's ’s Suitability Questionnaire" ” which is attached hereto.

Subscriber's declarations as a non-Accredited Investor. If applicable and the Subscriber is a resident of the United States, the undersigned Subscriber also warrants and certifies that the Subscriber is not an Accredited Investor, as that term may be interpreted in accordance with Rule 501 of Regulation D promulgated under Section 4(2) of the of the U.S. Act and in Rule 501 of Regulation D promulgated thereunderAct, however, the Subscriber also warrants and certifies that the Subscriber satisfies one or more of the following categories {please check the appropriate category or categories where applicable}: c The Subscriber has an annual gross income of at least U.S. $50,000 and a net worth (exclusive of home, home furnishings and automobiles) of at least U.S. $100,000; c The Subscriber has, irrespective of annual gross income, a net worth of U.S. $200,000 (determined with the same exclusions specified immediately above); or c The Subscriber represents and warrants, in the event of sales to fiduciary accounts, that such conditions are satisfied by the fiduciary, the fiduciary account or the contributor who directly or indirectly furnished the funds for the purchase of the SharesUnits. In this regard the Subscriber hereby again acknowledges and agrees that one of the requirements of the above-referenced exemption is that the Company and the persons involved in the offering and sale of the relevant securities; and in this case the SharesUnits; must have reasonable grounds to believe and, in fact, believe that the Subscriber, whether alone or together with the Subscriber's representative, if any, has such knowledge and experience in financial and business matters that the Subscriber is capable of evaluating the merits and risks of the prospective investment. As a result, and in order to be assured that the offer and sale of Shares Units to the Subscriber as a non-Accredited Investor will not result in violation of that certain exemption from the registration and prospectus delivery requirement of the U.S. Act specified by the provisions of Rules 501 and 506 of Regulation D promulgated under Section 4(2) of the U.S. Act and Rules 501 and 506 of Regulation DAct, the Subscriber is being requested to hereby provide the Company with a completed and executed copy of the Appendix "II" - "Subscriber's Suitability Questionnaire" which is attached hereto.

Subscriber's declarations as a non-Accredited Investor. If applicable and the Subscriber is a resident of the United States, the undersigned Subscriber also warrants and certifies that the Subscriber is not an Accredited Investor, as that term may be interpreted in accordance with Section 4(2) of the of the U.S. Act and in Rule 501 of Regulation D promulgated thereunder, however, the Subscriber also warrants and certifies that the Subscriber satisfies one or more of the following categories {please check the appropriate category or categories where applicable}: c £ The Subscriber has an annual gross income of at least U.S. $50,000 and a net worth (exclusive of home, home furnishings and automobiles) of at least U.S. $100,000; c £ The Subscriber has, irrespective of annual gross income, a net worth of U.S. $200,000 (determined with the same exclusions specified immediately above); or c £ The Subscriber represents and warrants, in the event of sales to fiduciary accounts, that such conditions are satisfied by the fiduciary, the fiduciary account or the contributor who directly or indirectly furnished the funds for the purchase of the Shares. In this regard the Subscriber hereby again acknowledges and agrees that one of the requirements of the above-referenced exemption is that the Company and the persons involved in the offering and sale of the relevant securities; and in this case the Shares; must have reasonable grounds to believe and, in fact, believe that the Subscriber, whether alone or together with the Subscriber's representative, if any, has such knowledge and experience in financial and business matters that the Subscriber is capable of evaluating the merits and risks of the prospective investment. As a result, and in order to be assured that the offer and sale of Shares to the Subscriber as a non-Accredited Investor will not result in violation of that certain exemption from the registration and prospectus delivery requirement of the U.S. Act specified by the provisions of Section 4(2) of the U.S. Act and Rules 501 and 506 of Regulation D, the Subscriber is being requested to hereby provide the Company with a completed and executed copy of the Appendix "II" - "Subscriber's Suitability Questionnaire" which is attached hereto.

Subscriber's declarations as a non-Accredited Investor. If applicable and the Subscriber is a resident of the United States, the undersigned Subscriber also warrants and certifies that the Subscriber is not an Accredited Investor, as that term may be interpreted in accordance with Rule 501 of Regulation D promulgated under Section 4(2) of the of the U.S. Act and in Rule 501 of Regulation D promulgated thereunderAct, however, the Subscriber also warrants and certifies that the Subscriber satisfies one or more of the following categories {please check the appropriate category or categories where applicable}: c [ ] The Subscriber has an annual gross income of at least U.S. $50,000 and a net worth (exclusive of home, home furnishings and automobiles) of at least U.S. $100,000; c [ ] The Subscriber has, irrespective of annual gross income, a net worth of U.S. $200,000 (determined with the same exclusions specified immediately above); or c [ ] The Subscriber represents and warrants, in the event of sales to fiduciary accounts, that such conditions are satisfied by the fiduciary, the fiduciary account or the contributor who directly or indirectly furnished the funds for the purchase of the Shares. In this regard the Subscriber hereby again acknowledges and agrees that one of the requirements of the above-referenced exemption is that the Company and the persons involved in the offering and sale of the relevant securities; and in this case the Shares; must have reasonable grounds to believe and, in fact, believe that the Subscriber, whether alone or together with the Subscriber's ’s representative, if any, has such knowledge and experience in financial and business matters that the Subscriber is capable of evaluating the merits and risks of the prospective investment. As a result, and in order to be assured that the offer and sale of Shares to the Subscriber as a non-Accredited Investor will not result in violation of that certain exemption from the registration and prospectus delivery requirement of the U.S. Act specified by the provisions of Rules 501 and 506 of Regulation D promulgated under Section 4(2) of the U.S. Act and Rules 501 and 506 of Regulation DAct, the Subscriber is being requested to hereby provide the Company with a completed and executed copy of the Appendix "II" - "Attachment “I” – “Subscriber's ’s Suitability Questionnaire" ” which is attached hereto.

Subscriber's declarations as a non-Accredited Investor. If applicable and the Subscriber is a resident of the United States, the undersigned Subscriber also warrants and certifies that the Subscriber is not an Accredited Investor, as that term may be interpreted in accordance with Rule 501 of Regulation D promulgated under Section 4(2) of the of the U.S. Act and in Rule 501 of Regulation D promulgated thereunderAct, however, the Subscriber also warrants and certifies that the Subscriber satisfies one or more of the following categories {please check the appropriate category or categories where applicable}: c The Subscriber has an annual gross income of at least U.S. $50,000 and a net worth (exclusive of home, home furnishings and automobiles) of at least U.S. $100,000; c The Subscriber has, irrespective of annual gross income, a net worth of U.S. $200,000 (determined with the same exclusions specified immediately above); or c The Subscriber represents and warrants, in the event of sales to fiduciary accounts, that such conditions are satisfied by the fiduciary, the fiduciary account or the contributor who directly or indirectly furnished the funds for the purchase of the Shares. In this regard the Subscriber hereby again acknowledges and agrees that one of the requirements of the above-referenced exemption is that the Company and the persons involved in the offering and sale of the relevant securities; and in this case the Shares; must have reasonable grounds to believe and, in fact, believe that the Subscriber, whether alone or together with the Subscriber's representative, if any, has such knowledge and experience in financial and business matters that the Subscriber is capable of evaluating the merits and risks of the prospective investment. As a result, and in order to be assured that the offer and sale of Shares to the Subscriber as a non-Accredited Investor will not result in violation of that certain exemption from the registration and prospectus delivery requirement of the U.S. Act specified by the provisions of Rules 501 and 506 of Regulation D promulgated under Section 4(2) of the U.S. Act and Rules 501 and 506 of Regulation DAct, the Subscriber is being requested to hereby provide the Company with a completed and executed copy of the Appendix Attachment "II" - "Subscriber's Suitability Questionnaire" which is attached hereto.

Subscriber's declarations as a non-Accredited Investor. If applicable and the Subscriber is a resident of the United States, the undersigned Subscriber also warrants and certifies that the Subscriber is not an Accredited Investor, as that term may be interpreted in accordance with Rule 501 of Regulation D promulgated under Section 4(2) of the of the U.S. Act and in Rule 501 of Regulation D promulgated thereunderAct, however, the Subscriber also warrants and certifies that the Subscriber satisfies one or more of the following categories {please check the appropriate category or categories where applicable}: c The Subscriber has an annual gross income of at least U.S. $50,000 and a net worth (exclusive of home, home furnishings and automobiles) of at least U.S. $100,000; c The Subscriber has, irrespective of annual gross income, a net worth of U.S. $200,000 (determined with the same exclusions specified immediately above); or c The Subscriber represents and warrants, in the event of sales to fiduciary accounts, that such conditions are satisfied by the fiduciary, the fiduciary account or the contributor who directly or indirectly furnished the funds for the purchase of the SharesUnits. In this regard the Subscriber hereby again acknowledges and agrees that one of the requirements of the above-referenced exemption is that the Company and the persons involved in the offering and sale of the relevant securities; and in this case the SharesUnits; must have reasonable grounds to believe and, in fact, believe that the Subscriber, whether alone or together with the Subscriber's representative, if any, has such knowledge and experience in financial and business matters that the Subscriber is capable of evaluating the merits and risks of the prospective investment. As a result, and in order to be assured that the offer and sale of Shares Units to the Subscriber as a non-Accredited Investor will not result in violation of that certain exemption from the registration and prospectus delivery requirement of the U.S. Act specified by the provisions of Rules 501 and 506 of Regulation D promulgated under Section 4(2) of the U.S. Act and Rules 501 and 506 of Regulation DAct, the Subscriber is being requested to hereby provide the Company with a completed and executed copy of the Appendix Attachment "II" - "Subscriber's Suitability Questionnaire" which is attached hereto.

Subscriber's declarations as a non-Accredited Investor. If applicable and the Subscriber is a resident of the United States, the undersigned Subscriber also warrants and certifies that the Subscriber is not an Accredited Investor, as that term may be interpreted in accordance with Rule 501 of Regulation D promulgated under Section 4(2) of the of the U.S. Act and in Rule 501 of Regulation D promulgated thereunderAct, however, the Subscriber also warrants and certifies that the Subscriber satisfies one or more of the following categories {please check the appropriate category or categories where applicable}: c £ The Subscriber has an annual gross income of at least U.S. $50,000 and a net worth (exclusive of home, home furnishings and automobiles) of at least U.S. $100,000; c £ The Subscriber has, irrespective of annual gross income, a net worth of U.S. $200,000 (determined with the same exclusions specified immediately above); or c £ The Subscriber represents and warrants, in the event of sales to fiduciary accounts, that such conditions are satisfied by the fiduciary, the fiduciary account or the contributor who directly or indirectly furnished the funds for the purchase of the SharesUnits. In this regard the Subscriber hereby again acknowledges and agrees that one of the requirements of the above-referenced exemption is that the Company and the persons involved in the offering and sale of the relevant securities; and in this case the SharesUnits; must have reasonable grounds to believe and, in fact, believe that the Subscriber, whether alone or together with the Subscriber's representative, if any, has such knowledge and experience in financial and business matters that the Subscriber is capable of evaluating the merits and risks of the prospective investment. As a result, and in order to be assured that the offer and sale of Shares Units to the Subscriber as a non-Accredited Investor will not result in violation of that certain exemption from the registration and prospectus delivery requirement of the U.S. Act specified by the provisions of Rules 501 and 506 of Regulation D promulgated under Section 4(2) of the U.S. Act and Rules 501 and 506 of Regulation DAct, the Subscriber is being requested to hereby provide the Company with a completed and executed copy of the Appendix Attachment "II" - "Subscriber's Suitability Questionnaire" which is attached hereto.

Subscriber's declarations as a non-Accredited Investor. If applicable and the Subscriber is a resident of the United States, the undersigned Subscriber also warrants and certifies that the Subscriber is not an Accredited Investor, as that term may be interpreted in accordance with Rule 501 of Regulation D promulgated under Section 4(2) of the of the U.S. Act and in Rule 501 of Regulation D promulgated thereunderAct, however, the Subscriber also warrants and certifies that the Subscriber satisfies one or more of the following categories {please check the appropriate category or categories where applicable}: c £ The Subscriber has an annual gross income of at least U.S. $50,000 and a net worth (exclusive of home, home furnishings and automobiles) of at least U.S. $100,000; c £ The Subscriber has, irrespective of annual gross income, a net worth of U.S. $200,000 (determined with the same exclusions specified immediately above); or c £ The Subscriber represents and warrants, in the event of sales to fiduciary accounts, that such conditions are satisfied by the fiduciary, the fiduciary account or the contributor who directly or indirectly furnished the funds for the purchase of the Shares. In this regard the Subscriber hereby again acknowledges and agrees that one of the requirements of the above-referenced exemption is that the Company and the persons involved in the offering and sale of the relevant securities; and in this case the Shares; must have reasonable grounds to believe and, in fact, believe that the Subscriber, whether alone or together with the Subscriber's ’s representative, if any, has such knowledge and experience in financial and business matters that the Subscriber is capable of evaluating the merits and risks of the prospective investment. As a result, and in order to be assured that the offer and sale of Shares to the Subscriber as a non-Accredited Investor will not result in violation of that certain exemption from the registration and prospectus delivery requirement of the U.S. Act specified by the provisions of Section 4(2) of the U.S. Act and or Rules 501 and 506 of Regulation DD promulgated under the U.S. Act, the Subscriber is being requested to hereby provide the Company with a completed and executed copy of the Appendix "“II" ” - "“Subscriber's ’s Suitability Questionnaire" ” which is attached hereto.

Subscriber's declarations as a non-Accredited Investor. If applicable and the Subscriber is a resident of the United States, the undersigned Subscriber also warrants and certifies that the Subscriber is not an Accredited Investor, as that term may be interpreted in accordance with Rule 501 of Regulation D promulgated under Section 4(2) of the of the U.S. Act and in Rule 501 of Regulation D promulgated thereunderAct, however, the Subscriber also warrants and certifies that the Subscriber satisfies one or more of the following categories {please check the appropriate category or categories where applicable}: c o The Subscriber has an annual gross income of at least U.S. $50,000 and a net worth (exclusive of home, home furnishings and automobiles) of at least U.S. $100,000; c o The Subscriber has, irrespective of annual gross income, a net worth of U.S. $200,000 (determined with the same exclusions specified immediately above); or c -- $0.15 Unit Private Placement Subscription Agreement -- -- Zoro Mining Corp. -- o The Subscriber represents and warrants, in the event of sales to fiduciary accounts, that such conditions are satisfied by the fiduciary, the fiduciary account or the contributor who directly or indirectly furnished the funds for the purchase of the SharesUnits. In this regard the Subscriber hereby again acknowledges and agrees that one of the requirements of the above-referenced exemption is that the Company and the persons involved in the offering and sale of the relevant securities; and in this case the SharesUnits; must have reasonable grounds to believe and, in fact, believe that the Subscriber, whether alone or together with the Subscriber's ’s representative, if any, has such knowledge and experience in financial and business matters that the Subscriber is capable of evaluating the merits and risks of the prospective investment. As a result, and in order to be assured that the offer and sale of Shares Units to the Subscriber as a non-Accredited Investor will not result in violation of that certain exemption from the registration and prospectus delivery requirement of the U.S. Act specified by the provisions of Rules 501 and 506 of Regulation D promulgated under Section 4(2) of the U.S. Act and Rules 501 and 506 of Regulation DAct, the Subscriber is being requested to hereby provide the Company with a completed and executed copy of the Appendix "Attachment “II" - "” – “Subscriber's ’s Suitability Questionnaire" ” which is attached hereto.