U.S. Person Status Sample Clauses

U.S. Person Status. Each Member represents and warrants that it is a “United States person” as defined in Section 7701(a)(30) of the Code and is not a “foreign person” for purposes of Section 1445 of the Code and the Treasury Regulations thereunder.
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U.S. Person Status. Each Selling Stockholder will inform the Company in writing if on or before the Closing Time if it is not a U.S. person for U.S. federal income tax purposes.
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U.S. Person Status. Forum is not a “U.S. Person” (as defined in Rule 902 of Regulation S) and is not acquiring the securities for the account or benefit of any U.S. Person. Forum is an “accredited investor” as that term is defined in Rule 501(a) of Regulation D.
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U.S. Person Status. Please check the applicable box. o a. I am a United States citizen or resident. o b. I am a corporation, partnership, limited liability company, trust, or equivalent legal entity organized under the laws of any state of the United States. If you are not a United States person, please check here. o
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U.S. Person Status. The execution, delivery and performance by OCP of the transactions contemplated by the Contribution Agreement and the exercise by OCP of a Redemption Right or Redemption Rights with respect to all Units issuable to it will not result in the Shares received by OCP as a result thereof being directly or indirectly owned by any Non-U.S. Person (other than indirect ownership by retired OPERF participants residing outside the United States, who, to OCP's knowledge, have no more than a one percent interest in OCP).
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U.S. Person Status. Purchaser is a U.S. resident and as such is considered a U. S. Person as that term is defined in the U. S. securities laws and regulations.
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Related to U.S. Person Status

  • Accredited Investor Status or Investment Limits Subscriber represents that either: (i) Subscriber is an “accredited investor” within the meaning of Rule 501 of Regulation D under the Securities Act. Subscriber represents and warrants that the information set forth in response to question (c) on the signature page hereto concerning Subscriber is true and correct; or (ii) The purchase price set out in paragraph (b) of the signature page to this Subscription Agreement, together with any other amounts previously used to purchase Securities in this offering, does not exceed 10% of the greater of the Subscriber’s annual income or net worth. Subscriber represents that to the extent it has any questions with respect to its status as an accredited investor, or the application of the investment limits, it has sought professional advice.

  • Accredited Investor Status The Buyer is an “accredited investor” as that term is defined in Rule 501(a) of Regulation D (an “Accredited Investor”).

  • Non-U.S. Person Any person other than a “United States person” within the meaning of Section 7701(a)(30) of the Code.

  • ORGANIZATION STATUS The Dealer Manager is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, with all requisite power and authority to enter into this Agreement and to carry out its obligations hereunder.

  • S Corporation Status The Company and Seller shall not revoke the Company’s election to be taxed as an S corporation within the meaning of Code § 1361 and § 1362. The Company and Sellers shall not take or allow any action that would result in the termination of the Company’s status as a validly electing S corporation within the meaning of Code § 1361 and § 1362.

  • Transfers to Non-QIB Institutional Accredited Investors The following provisions shall apply with respect to the registration of any proposed transfer of a Note to any Institutional Accredited Investor which is not a QIB (excluding Non-U.S. Persons): (i) The Registrar shall register the transfer of any Note, whether or not such Note bears the Private Placement Legend, if (x) the requested transfer is after the time period referred to in Rule 144(k) under the Securities Act or (y) the proposed transferee has delivered to the Registrar (A) a certificate substantially in the form of Exhibit C hereto and (B) if the aggregate principal amount of the Notes being transferred is less than $100,000, an opinion of counsel acceptable to the Company that such transfer is in compliance with the Securities Act. (ii) If the proposed transferor is an Agent Member holding a beneficial interest in the U.S. Global Notes, upon receipt by the Registrar of (x) the documents, if any, required by paragraph (i) above and (y) instructions given in accordance with the Depositary's and the Registrar's procedures, the Registrar shall reflect on its books and records the date and a decrease in the principal amount of the U.S. Global Notes in an amount equal to the principal amount of the beneficial interest in the U.S. Global Notes to be transferred, and the Company shall execute, and the Trustee shall authenticate and deliver, one or more U.S. Physical Notes of like tenor and amount.

  • Accredited Investor The undersigned is an “accredited investor” as defined in Regulation D promulgated under the Securities Act of 1933, as amended.

  • Investor Status At the time such Investor was offered the Shares, it was, and at the date hereof it is, an “accredited investor” as defined in Rule 501(a) under the Securities Act. Such Investor is not a registered broker-dealer under Section 15 of the Exchange Act.

  • Limitation on Status as Investment Company Neither the Company nor any of its Subsidiaries shall become an "investment company" (as that term is defined in the Investment Company Act of 1940, as amended), or otherwise become subject to regulation under the Investment Company Act.

  • Accredited Investors The Optionee is an accredited investor as defined in Rule 501(a) of Regulation D promulgated under the Securities Act.

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