Common use of Transfers to Institutional Accredited Investors Clause in Contracts

Transfers to Institutional Accredited Investors. If the transfer is to an institutional “accredited investor”: (A) the Specified Securities are being transferred to a person that the Owner and any person acting on its behalf reasonably believe is an institutional “accredited investor” within the meaning of Rule 501(a)(1), (2), (3) or (7), acquiring for its own account or for the account of an institutional “accredited investor” at least $250,000 principal amount of Securities; (B) the Owner and any person acting on its behalf have taken reasonable steps to ensure that the Transferee is aware that the Owner may be relying on its status an institutional “accredited investor” in connection with the transfer; and (C) the transaction is not, and is not part of, a plan or scheme to evade the registration requirements of the Securities Act.

Transfers to Institutional Accredited Investors. If the transfer is to an institutional “accredited investor”: (A) the Specified Securities Notes are being transferred to a person that the Owner and any person acting on its behalf reasonably believe is an institutional “accredited investor” within the meaning of Rule 501(a)(1), (2), (3) or (7), acquiring for its own account or for the account of an institutional “accredited investor” at least $250,000 principal amount of SecuritiesNotes; (B) the Owner and any person acting on its behalf have taken reasonable steps to ensure that the Transferee is aware that the Owner may be relying on its status an institutional “accredited investor” in connection with the transfer; and (C) the transaction is not, and is not part of, a plan or scheme to evade the registration requirements of the Securities Act.