Subscription Funds. The Subscriber represents and warrants that the funds representing the Subscription Amount which will be advanced by the Subscriber to the Corporation hereunder will not represent proceeds of crime for the purposes of the Proceeds of Crime (Money Laundering) and Terrorist Financing Act (Canada) (the “PCMLTFA”) and the Subscriber acknowledges that the Corporation may in the future be required by law to disclose the Subscriber’s name and other information relating to this Subscription Agreement and the Subscriber’s subscription hereunder, on a confidential basis, pursuant to the PCMLTFA. To the best of its knowledge: (a) none of the subscription funds to be provided by the Subscriber (i) have been or will be derived from or related to any activity that is deemed criminal under the laws of Canada, the United States of America, or any other jurisdiction or (ii) are being tendered on behalf of a person or entity who has not been identified to the Subscriber; and (b) it shall promptly notify the Corporation if the Subscriber discovers that any of such representations ceases to be true and provide the Corporation with appropriate information in connection therewith; and
Subscription Funds. On or prior to the Effective Date, each Investor shall deliver (in accordance with instructions provided to the Investor by the Company), cash equal to the amount set forth opposite each such Investor’s name on Annex I (the “Investment Amount”), or shall otherwise provide evidence of the availability of funds to the reasonable satisfaction of the Company.
Subscription Funds. All funds received by the General Partner on account of the Subscription Price of a Unit will, until the subscription for the Unit has been accepted or refused by the General Partner, be deposited in an account separate from other funds of the General Partner or the Partnership, and any interest on funds so deposited and not refunded to a Subscriber pursuant to Section 4.4 will be income of the Partnership.
Subscription Funds. All subscription funds shall be deposited promptly without deduction in a special account to be designated “Escrow Account of Subscribers to Membership in DANCING RIVER COMMUNITY, LLC.” Upon depositing the subscription funds, the Board of Managers will issue and deliver a membership certificate to the subscribing member.
(a) By the execution of this Operating Agreement, the initial Members hereby agree to make the subscription funds contributions set forth in the attached Exhibit A. The initial subscription funds as set out herein shall be made simultaneous with the signing of this agreement, or if not simultaneous with the execution of this Agreement, by way of a Subscription Agreement. The interests of the respective Members in the total capital of the Company (their respective "Sharing Ratios") and Voting Rights are also set forth in Exhibit A. No interest shall accrue on any subscription funds contribution and no Member shall have any right to withdraw or to be repaid any subscription funds contribution except as provided in the Operating Agreement. Except as otherwise provided herein, a Member's sharing ratio may not be diluted without the unanimous consent of all the Members.
Subscription Funds. The undersigned understands that the subscription funds will be held in an escrow account at Regions Bank. In the event this Subscription Agreement is rejected in whole by the Company, or if subscriptions for a minimum of 500,000 Shares have not been received and accepted by the Escrow Agent, the funds will be promptly returned to the undersigned without interest or deduction, and this Subscription Agreement will be null and void. In the event this Subscription Agreement is accepted, in whole or in part, the funds and the Shares will be deposited with the Escrow Agent as described in the Prospectus. If all of the 500,000 shares are not sold within the 180 day period, all escrowed funds will be promptly returned, without interest. After the Escrow Agent receives a signed representation from the Company that the Company has consummated a business combination or acquisition in accordance with the requirements of Rule 419, all of the funds in the escrow account will be released to the Company and applied as described in the Prospectus (and any amounts which the undersigned has tendered in excess of the cash subscription price for the Shares allocated to the undersigned will be returned) and the Shares will be released to the undersigned.
Subscription Funds. The undersigned understands that the subscription funds will be held in an escrow account at Continental Stock Transfer & Trust Co. In the event this Subscription Agreement is rejected in whole by the Company, or if subscriptions for a minimum of 2,00,000 Units have not been received and accepted by the Escrow Agent, the funds will be promptly returned to the undersigned without interest or deduction, and this Subscription Agreement will be null and void. In the event this Subscription Agreement is accepted, in whole or in part, the funds deposited in the escrow account will be paid over to the Company at a closing and applied as described in the Prospectus (and any amounts which the undersigned has tendered in excess of the cash subscription price for the Units allocated to the undersigned will be returned).
Subscription Funds. The undersigned understands that the subscription funds will be held in an escrow account at [BANK] ("Escrow Agent") or in a segregated account established for such purpose by the Company, if such funds are received after the initial closing on the Common Stock has taken place. In the event this Subscription Agreement is rejected in whole by the Company, or if subscriptions for a minimum of 500,000 shares have not been received and accepted by the Escrow Agent, the funds will be promptly returned to the undersigned without interest or deduction, and this Subscription Agreement will be null and void. In the event this Subscription Agreement is accepted, in whole or in part, the funds deposited in the escrow account or the segregated subscription account will be paid over to the Company at a closing and applied as described in the Prospectus (and any amounts which the undersigned has tendered in excess of the cash subscription for the Shares allocated to the undersigned will be returned).
Subscription Funds. All proceeds from the sale of Series A Units will be immediately deposited and made available to the Company. Company funds not needed on an immediate basis to fund Company operations may be invested or held in deposits in commercial banks, savings and loan associations, credit unions, governmental securities, money market accounts, certificates of deposit, bank repurchase agreements, and/or funds backed by governmental securities, short-term commercial paper, stocks, bonds or in other similar interim investments at the sole discretion of management.
Subscription Funds. The funds representing the Subscription Funds that will be provided to the Company by the Purchaser hereunder will not present proceeds of crime for the purposes of United States anti-terrorist legislation and the Purchaser acknowledges that the Company may in the future be required by law to disclose the Purchaser’s name and other information related to this Subscription Agreement and the Purchaser’s subscription hereunder pursuant to such legislation. To the best of the Purchaser’s knowledge (a) none of the Subscription Funds to be provided by the Purchaser (i) has been or will be derived from or related to any activity that is deemed criminal under the law of the United States of America, or any other jurisdiction, or (ii) is being tendered on behalf of a person or entity who has not been identified to the Purchaser, and (b) it shall promptly notify the Company if the Purchaser discovers that any such representations ceases to be true, and to provide the Company with appropriate information in connection therewith.
Subscription Funds. The undersigned understands that the contemplated sale of the Shares offered hereby is part of a sale of up to $12,000,000 of securities of the Company at $1.50 per share. THERE IS NO MINIMUM AMOUNT THAT MUST BE SOLD AND THERE WILL BE NO ESCROW OF SUBSCRIPTIONS. In the event this Subscription Agreement is accepted, in whole or in part, the funds received by the Company in the Prospectus, dated ___________________, a copy of which has been delivered with this Subscription Agreement (the “Prospectus”).
