Common use of Your Covenants and Acknowledgements Clause in Contracts

Your Covenants and Acknowledgements. You understand and acknowledge the following: (a) The Worthy Property Bonds have not been registered under the Securities Act, or under the securities act of any other jurisdiction, nor is any such registration contemplated. The Worthy Property Bonds will be offered and awarded under the exemption provided by Section 3(b)(2) of the Securities Act and Regulation A promulgated thereunder pursuant to an offering statement on Form 1-A including the offering circular which forms a part thereof and the supplements and post-qualification amendments thereto (collectively, the “Offering Circular”) filed with the U.S. Securities and Exchange Commission (“SEC”) available at: WXX.XXX.XXX and other exemptions of similar import in the laws of the states and other jurisdictions where the offering will be made. You have received and have had the opportunity to review the Offering Circular provided to you. Neither the SEC nor any state securities commission has passed upon the merits of or given its approval of any securities offered or the terms of the offering nor passed upon the accuracy or completeness of any Offering Circular or other selling literature. Any representation to the contrary is a criminal offense. The Worthy Property Bonds are being offered pursuant to an exemption from registration with the SEC; however, the SEC has not made an independent determination that the securities offered thereunder are exempt from registration. (b) SUBSCRIPTION IN THE WORTHY PROPERTY BONDS IS HIGHLY RISKY AND YOU MAY LOSE ALL VALUE OF SUCH SUBSCRIPTION. THESE ARE SPECULATIVE SECURITIES. YOU SHOULD SUBSCRIBE IN THESE SECURITIES ONLY IF YOU CAN AFFORD A COMPLETE LOSS OF YOUR SUBSCRIPTION. BEFORE SUBSCRIBING IN A WORTHY PROPERTY BOND, YOU SHOULD REVIEW THE RISK DISCLOSURES AND OTHER TERMS OF THE SECURITIES OFFERING AVAILABLE IN THE WORTHY FORM 1-A OFFERING STATEMENT ON THE SEC’S EXXXX FILINGS DATABASE AT HXXX://XXX.XXX.XXX. (c) THE WORTHY PROPERTY BONDS DO NOT REPRESENT AN OWNERSHIP INTEREST IN ANY SPECIFIC WORTHY LOANS, THEIR PROCEEDS, OR THEIR ASSETS. YOU UNDERSTAND THAT THE WORTHY PROPERTY BONDS ARE UNSECURED GENERAL OBLIGATIONS OF WORTHY ONLY AND NOT ANY WORTHY BORROWER. (d) YOU HAVE NO RIGHT, AND SHALL NOT, MAKE ANY ATTEMPT, DIRECTLY OR THROUGH ANY THIRD-PARTY, TO COLLECT FROM BORROWERS. ALL AGREEMENTS AND OBLIGATIONS RELATING TO YOUR WORTHY PROPERTY BONDS ARE BETWEEN YOU AND WORTHY AND NOT WITH WORTHY’S THIRD-PARTY BORROWERS. (e) YOU UNDERSTAND THAT AS WORTHY HAS A LIMITED OPERATING HISTORY, AND IS IN THE EARLY STAGES OF DEVELOPMENT, WE FACE INCREASED RISKS, UNCERTAINTIES, EXPENSES, AND DIFFICULTIES, WHICH COULD IMPACT YOUR SUBSCRIPTION. (f) PLEASE SEE THE OFFERING CIRCULAR AND OUR OTHER FILINGS WITH THE SEC WHICH ARE AVAILABLE ON ITS WEBSITE AT WXX.XXX.XXX FOR CERTAIN RISK DISCLOSURES REGARDING YOUR SUBSCRIPTION IN THE WORTHY PROPERTY BONDS. (g) THE WORTHY PROPERTY BONDS WILL NOT BE LISTED ON ANY SECURITIES EXCHANGE, NOR DO WE HAVE PLANS TO ESTABLISH ANY KIND OF TRADING PLATFORM TO ASSIST SUBSCRIBERS WHO WISH TO SELL THEIR WORTHY PROPERTY BONDS. THERE IS NO PUBLIC MARKET FOR THE WORTHY PROPERTY BONDS, AND NONE IS EXPECTED TO DEVELOP. WORTHY PROPERTY BONDS MAY BE SUBJECT TO TRANSFER RESTRICTIONS. (h) THE WORTHY PROPERTY BONDS WILL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDA. (i) WORTHY PROPERTY BONDS ARE TRANSFERRABLE FREE OF CHARGE. (j) WE WILL ISSUE THE WORTHY PROPERTY BONDS ONLY IN ELECTRONIC FORM. SUBSCRIBERS WILL BE REQUIRED TO HOLD THEIR WORTHY PROPERTY BONDS THROUGH WORTHY’S ELECTRONIC BOND REGISTER. (k) EACH WORTHY PROPERTY BOND WILL BE REPAYABLE UPON YOUR DEMAND OR REDEEMABLE BY WORTHY. (l) WORTHY HAS INCURRED NET LOSSES IN THE PAST AND EXPECTS TO INCUR NET LOSSES IN THE FUTURE. (m) IF THE SECURITY OF OUR SUBSCRIBERS’ CONFIDENTIAL INFORMATION STORAGE SYSTEMS IS BREACHED OR OTHERWISE SUBJECTED TO UNAUTHORIZED ACCESS, YOUR SECURE INFORMATION MAY BE STOLEN. (n) THE WORTHY PROPERTY BONDS WILL NOT RESTRICT OUR ABILITY TO INCUR ADDITIONAL INDEBTEDNESS, INCLUDING INDEBTEDNESS SECURED BY OUR ASSETS. (o) UPON RECEIVING WORTHY PROPERTY BONDS UNDER THE WORTHY PROPERTY BOND REWARDS PROGRAM, YOU WILL GENERALLY REALIZE TAXABLE INCOME EQUAL TO THE FAIR MARKET VALUE OF THE WORTHY PROPERTY BONDS. WE WILL REPORT THIS AMOUNT TO THE IRS USING FORM 1099-MISC AS APPLICABLE. You and Worthy agree that the Worthy Property Bonds are intended to be indebtedness of Worthy for U.S. federal income tax purposes. You agree that you will not take any position inconsistent with such treatment of the Worthy Property Bonds for tax, accounting, or other purposes, unless required by law. You further acknowledge that the Worthy Property Bonds will be subject to the original issue discount rules of the Internal Revenue Code of 1986, as amended. You acknowledge that you are prepared to bear the risk of loss of the value of any Worthy Property Bonds you receive as an award.

Appears in 2 contracts

Samples: Worthy Property Bond Subscription Agreement (Worthy Property Bonds, Inc.), Worthy Property Bond Subscription Agreement (Worthy Property Bonds, Inc.)

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Your Covenants and Acknowledgements. You understand and acknowledge the following: (a) The Worthy Property Community Bonds have not been registered under the Securities Act, or under the securities act of any other jurisdiction, nor is any such registration contemplated. The Worthy Property Community Bonds will be offered and awarded sold under the exemption provided by Section 3(b)(2) of the Securities Act and Regulation A promulgated thereunder pursuant to an offering statement on Form 1-A including the offering circular which forms a part thereof and the supplements and post-qualification amendments thereto (collectively, the “Offering Circular”) filed with the U.S. Securities and Exchange Commission (“SEC”) available at: WXX.XXX.XXX and other exemptions of similar import in the laws of the states and other jurisdictions where the offering will be made. You have received and have had the opportunity to review the Offering Circular provided to you. Neither the SEC nor any state securities commission has passed upon the merits of or given its approval of any securities offered or the terms of the offering nor passed upon the accuracy or completeness of any Offering Circular or other selling literature. Any representation to the contrary is a criminal offense. The Worthy Property Community Bonds are being offered pursuant to an exemption from registration with the SEC; however, the SEC has not made an independent determination that the securities offered thereunder are exempt from registration. (b) SUBSCRIPTION INVESTMENT IN THE WORTHY PROPERTY COMMUNITY BONDS IS HIGHLY RISKY AND YOU MAY LOSE ALL VALUE OF SUCH SUBSCRIPTIONYOUR INVESTMENT. THESE ARE SPECULATIVE SECURITIES. YOU SHOULD SUBSCRIBE IN PURCHASE THESE SECURITIES ONLY IF YOU CAN AFFORD A COMPLETE LOSS OF YOUR SUBSCRIPTIONINVESTMENT. BEFORE SUBSCRIBING IN PURCHASING A WORTHY PROPERTY COMMUNITY BOND, YOU SHOULD REVIEW THE RISK DISCLOSURES AND OTHER TERMS OF THE SECURITIES OFFERING AVAILABLE IN THE WORTHY FORM 1-A OFFERING STATEMENT ON THE SEC’S EXXXX FILINGS DATABASE AT HXXX://XXX.XXX.XXX. (c) THE WORTHY PROPERTY COMMUNITY BONDS DO NOT REPRESENT AN OWNERSHIP INTEREST IN ANY SPECIFIC WORTHY LOANS, THEIR PROCEEDS, OR THEIR ASSETS. YOU UNDERSTAND THAT THE WORTHY PROPERTY COMMUNITY BONDS ARE UNSECURED GENERAL OBLIGATIONS OF WORTHY ONLY AND NOT ANY WORTHY BORROWER. (d) YOU HAVE NO RIGHT, AND SHALL NOT, MAKE ANY ATTEMPT, DIRECTLY OR THROUGH ANY THIRD-PARTY, TO COLLECT FROM BORROWERS. ALL AGREEMENTS AND OBLIGATIONS RELATING TO YOUR WORTHY PROPERTY COMMUNITY BONDS ARE BETWEEN YOU AND WORTHY AND NOT WITH WORTHY’S THIRD-PARTY BORROWERS. (e) YOU UNDERSTAND THAT AS WORTHY HAS A LIMITED OPERATING HISTORY, AND IS IN THE EARLY STAGES OF DEVELOPMENT, WE FACE INCREASED RISKS, UNCERTAINTIES, EXPENSES, AND DIFFICULTIES, WHICH COULD IMPACT YOUR SUBSCRIPTIONINVESTMENT. (f) PLEASE SEE THE OFFERING CIRCULAR AND OUR OTHER FILINGS WITH THE SEC WHICH ARE AVAILABLE ON ITS WEBSITE AT WXX.XXX.XXX FOR CERTAIN RISK DISCLOSURES REGARDING YOUR SUBSCRIPTION INVESTMENT IN THE WORTHY PROPERTY COMMUNITY BONDS. (g) THE WORTHY PROPERTY COMMUNITY BONDS WILL NOT BE LISTED ON ANY SECURITIES EXCHANGE, NOR DO WE HAVE PLANS TO ESTABLISH ANY KIND OF TRADING PLATFORM TO ASSIST SUBSCRIBERS INVESTORS WHO WISH TO SELL THEIR WORTHY PROPERTY COMMUNITY BONDS. THERE IS NO PUBLIC MARKET FOR THE WORTHY PROPERTY COMMUNITY BONDS, AND NONE IS EXPECTED TO DEVELOP. WORTHY PROPERTY COMMUNITY BONDS MAY BE SUBJECT TO TRANSFER RESTRICTIONS. (h) THE WORTHY PROPERTY COMMUNITY BONDS WILL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDA. (i) WORTHY PROPERTY BONDS ARE TRANSFERRABLE FREE RESERVES THE RIGHT TO CHARGE INVESTORS UP TO A 1% SERVICING FEE ON THE TRANSFER OF CHARGEWORTHY COMMUNITY BONDS, WHICH CHARGE WOULD ONLY BE MADE AGAINST ACCRUED INTEREST. THE SERVICING FEE IS SUBJECT TO CHANGE. (j) WE WILL ISSUE THE WORTHY PROPERTY COMMUNITY BONDS ONLY IN ELECTRONIC FORM. SUBSCRIBERS INVESTORS WILL BE REQUIRED TO HOLD THEIR WORTHY PROPERTY COMMUNITY BONDS THROUGH WORTHY’S ELECTRONIC BOND REGISTER. (k) EACH WORTHY PROPERTY COMMUNITY BOND WILL BE REPAYABLE UPON YOUR DEMAND OR REDEEMABLE BY WORTHY. (l) WORTHY HAS INCURRED NET LOSSES IN THE PAST AND EXPECTS TO INCUR NET LOSSES IN THE FUTURE. (m) IF THE SECURITY OF OUR SUBSCRIBERSINVESTORS’ CONFIDENTIAL INFORMATION STORAGE SYSTEMS IS BREACHED OR OTHERWISE SUBJECTED TO UNAUTHORIZED ACCESS, YOUR SECURE INFORMATION MAY BE STOLEN. (n) THE WORTHY PROPERTY COMMUNITY BONDS WILL NOT RESTRICT OUR ABILITY TO INCUR ADDITIONAL INDEBTEDNESS, INCLUDING INDEBTEDNESS SECURED BY OUR ASSETS. (o) UPON RECEIVING WORTHY PROPERTY BONDS UNDER THE WORTHY PROPERTY BOND REWARDS PROGRAM, YOU WILL GENERALLY REALIZE TAXABLE INCOME EQUAL TO THE FAIR MARKET VALUE OF THE WORTHY PROPERTY BONDS. WE WILL REPORT THIS AMOUNT TO THE IRS USING FORM 1099-MISC AS APPLICABLE. You and Worthy agree that the Worthy Property Community Bonds are intended to be indebtedness of Worthy for U.S. federal income tax purposes. You agree that you will not take any position inconsistent with such treatment of the Worthy Property Community Bonds for tax, accounting, or other purposes, unless required by law. You further acknowledge that the Worthy Property Community Bonds will be subject to the original issue discount rules of the Internal Revenue Code of 1986, as amended. You acknowledge that you are prepared to bear the risk of loss of the value of your entire purchase price for any Worthy Property Community Bonds you receive as an awardpurchase.

Appears in 2 contracts

Samples: Worthy Community Bond Investor Agreement (Worthy Community Bonds, Inc.), Worthy Community Bond Investor Agreement (Worthy Community Bonds, Inc.)

Your Covenants and Acknowledgements. You understand and acknowledge the following: (a) The Worthy Property Community II Bonds have not been registered under the Securities Act, or under the securities act of any other jurisdiction, nor is any such registration contemplated. The Worthy Property Community II Bonds will be offered and awarded under the exemption provided by Section 3(b)(2) of the Securities Act and Regulation A promulgated thereunder pursuant to an offering statement on Form 1-A including the offering circular which forms a part thereof and the supplements and post-qualification amendments thereto (collectively, the “Offering Circular”) filed with the U.S. Securities and Exchange Commission (“SEC”) available at: WXX.XXX.XXX and other exemptions of similar import in the laws of the states and other jurisdictions where the offering will be made. You have received and have had the opportunity to review the Offering Circular provided to you. Neither the SEC nor any state securities commission has passed upon the merits of or given its approval of any securities offered or the terms of the offering nor passed upon the accuracy or completeness of any Offering Circular or other selling literature. Any representation to the contrary is a criminal offense. The Worthy Property Community II Bonds are being offered pursuant to an exemption from registration with the SEC; however, the SEC has not made an independent determination that the securities offered thereunder are exempt from registration. (b) SUBSCRIPTION IN THE WORTHY PROPERTY COMMUNITY II BONDS IS HIGHLY RISKY AND YOU MAY LOSE ALL VALUE OF SUCH SUBSCRIPTION. THESE ARE SPECULATIVE SECURITIES. YOU SHOULD SUBSCRIBE IN THESE SECURITIES ONLY IF YOU CAN AFFORD A COMPLETE LOSS OF YOUR SUBSCRIPTION. BEFORE SUBSCRIBING IN A WORTHY PROPERTY COMMUNITY II BOND, YOU SHOULD REVIEW THE RISK DISCLOSURES AND OTHER TERMS OF THE SECURITIES OFFERING AVAILABLE IN THE WORTHY FORM 1-A OFFERING STATEMENT ON THE SEC’S EXXXX FILINGS DATABASE AT HXXX://XXX.XXX.XXX. (c) THE WORTHY PROPERTY COMMUNITY II BONDS DO NOT REPRESENT AN OWNERSHIP INTEREST IN ANY SPECIFIC WORTHY LOANS, THEIR PROCEEDS, OR THEIR ASSETS. YOU UNDERSTAND THAT THE WORTHY PROPERTY COMMUNITY II BONDS ARE UNSECURED GENERAL OBLIGATIONS OF WORTHY ONLY AND NOT ANY WORTHY BORROWER. (d) YOU HAVE NO RIGHT, AND SHALL NOT, MAKE ANY ATTEMPT, DIRECTLY OR THROUGH ANY THIRD-PARTY, TO COLLECT FROM BORROWERS. ALL AGREEMENTS AND OBLIGATIONS RELATING TO YOUR WORTHY PROPERTY COMMUNITY II BONDS ARE BETWEEN YOU AND WORTHY AND NOT WITH WORTHY’S THIRD-PARTY BORROWERS. (e) YOU UNDERSTAND THAT AS WORTHY HAS A LIMITED OPERATING HISTORY, AND IS IN THE EARLY STAGES OF DEVELOPMENT, WE FACE INCREASED RISKS, UNCERTAINTIES, EXPENSES, AND DIFFICULTIES, WHICH COULD IMPACT YOUR SUBSCRIPTION. (f) PLEASE SEE THE OFFERING CIRCULAR AND OUR OTHER FILINGS WITH THE SEC WHICH ARE AVAILABLE ON ITS WEBSITE AT WXX.XXX.XXX FOR CERTAIN RISK DISCLOSURES REGARDING YOUR SUBSCRIPTION IN THE WORTHY PROPERTY COMMUNITY II BONDS. (g) THE WORTHY PROPERTY COMMUNITY II BONDS WILL NOT BE LISTED ON ANY SECURITIES EXCHANGE, NOR DO WE HAVE PLANS TO ESTABLISH ANY KIND OF TRADING PLATFORM TO ASSIST SUBSCRIBERS WHO WISH TO SELL THEIR WORTHY PROPERTY COMMUNITY II BONDS. THERE IS NO PUBLIC MARKET FOR THE WORTHY PROPERTY COMMUNITY II BONDS, AND NONE IS EXPECTED TO DEVELOP. WORTHY PROPERTY COMMUNITY II BONDS MAY BE SUBJECT TO TRANSFER RESTRICTIONS. (h) THE WORTHY PROPERTY COMMUNITY II BONDS WILL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDA. (i) WORTHY PROPERTY BONDS ARE TRANSFERRABLE FREE RESERVES THE RIGHT TO CHARGE SUBSCRIBERS UP TO A 1% SERVICING FEE ON THE TRANSFER OF CHARGEWORTHY COMMUNITY II BONDS, WHICH CHARGE WOULD ONLY BE MADE AGAINST ACCRUED INTEREST. THE SERVICING FEE IS SUBJECT TO CHANGE. (j) WE WILL ISSUE THE WORTHY PROPERTY COMMUNITY II BONDS ONLY IN ELECTRONIC FORM. SUBSCRIBERS WILL BE REQUIRED TO HOLD THEIR WORTHY PROPERTY COMMUNITY II BONDS THROUGH WORTHY’S ELECTRONIC BOND REGISTER. (k) EACH WORTHY PROPERTY COMMUNITY II BOND WILL BE REPAYABLE UPON YOUR DEMAND OR REDEEMABLE BY WORTHY. (l) WORTHY HAS INCURRED NET LOSSES IN THE PAST AND EXPECTS TO INCUR NET LOSSES IN THE FUTURE. (m) IF THE SECURITY OF OUR SUBSCRIBERS’ CONFIDENTIAL INFORMATION STORAGE SYSTEMS IS BREACHED OR OTHERWISE SUBJECTED TO UNAUTHORIZED ACCESS, YOUR SECURE INFORMATION MAY BE STOLEN. (n) THE WORTHY PROPERTY COMMUNITY II BONDS WILL NOT RESTRICT OUR ABILITY TO INCUR ADDITIONAL INDEBTEDNESS, INCLUDING INDEBTEDNESS SECURED BY OUR ASSETS. (o) UPON RECEIVING WORTHY PROPERTY COMMUNITY II BONDS UNDER THE WORTHY PROPERTY COMMUNITY II BOND REWARDS PROGRAM, YOU WILL GENERALLY REALIZE TAXABLE INCOME EQUAL TO THE FAIR MARKET VALUE OF THE WORTHY PROPERTY COMMUNITY II BONDS. WE WILL REPORT THIS AMOUNT TO THE IRS USING FORM 1099-MISC AS APPLICABLE. You and Worthy agree that the Worthy Property Community II Bonds are intended to be indebtedness of Worthy for U.S. federal income tax purposes. You agree that you will not take any position inconsistent with such treatment of the Worthy Property Community II Bonds for tax, accounting, or other purposes, unless required by law. You further acknowledge that the Worthy Property Community II Bonds will be subject to the original issue discount rules of the Internal Revenue Code of 1986, as amended. You acknowledge that you are prepared to bear the risk of loss of the value of any Worthy Property Community II Bonds you receive as an award.

Appears in 2 contracts

Samples: Bond Subscription Agreement (Worthy Community Bonds II, Inc), Bond Subscription Agreement (Worthy Community Bonds II, Inc)

Your Covenants and Acknowledgements. You understand and acknowledge the following: (a) The Worthy Property Demand Bonds have not been registered under the Securities Act, or under the securities act of any other jurisdiction, nor is any such registration contemplated. The Worthy Property Demand Bonds will be offered and awarded under the exemption provided by Section 3(b)(2) of the Securities Act and Regulation A promulgated thereunder pursuant to an offering statement on Form 1-A including the offering circular which forms a part thereof and the supplements and post-qualification amendments thereto (collectively, the “Offering Circular”) filed with the U.S. Securities and Exchange Commission (“SEC”) available at: WXX.XXX.XXX and other exemptions of similar import in the laws of the states and other jurisdictions where the offering will be made. You have received and have had the opportunity to review the Offering Circular provided to you. Neither the SEC nor any state securities commission has passed upon the merits of or given its approval of any securities offered or the terms of the offering nor passed upon the accuracy or completeness of any Offering Circular or other selling literature. Any representation to the contrary is a criminal offense. The Worthy Property Demand Bonds are being offered pursuant to an exemption from registration with the SEC; however, the SEC has not made an independent determination that the securities offered thereunder are exempt from registration. (b) SUBSCRIPTION IN THE WORTHY PROPERTY DEMAND BONDS IS HIGHLY RISKY AND YOU MAY LOSE ALL VALUE OF SUCH SUBSCRIPTION. THESE ARE SPECULATIVE SECURITIES. YOU SHOULD SUBSCRIBE IN THESE SECURITIES ONLY IF YOU CAN AFFORD A COMPLETE LOSS OF YOUR SUBSCRIPTION. BEFORE SUBSCRIBING IN A WORTHY PROPERTY DEMAND BOND, YOU SHOULD REVIEW THE RISK DISCLOSURES AND OTHER TERMS OF THE SECURITIES OFFERING AVAILABLE IN THE WORTHY FORM 1-A OFFERING STATEMENT ON THE SEC’S EXXXX FILINGS DATABASE AT HXXX://XXX.XXX.XXX. (c) THE WORTHY PROPERTY DEMAND BONDS DO NOT REPRESENT AN OWNERSHIP INTEREST IN ANY SPECIFIC WORTHY LOANS, THEIR PROCEEDS, OR THEIR ASSETS. YOU UNDERSTAND THAT THE WORTHY PROPERTY DEMAND BONDS ARE UNSECURED GENERAL OBLIGATIONS OF WORTHY ONLY AND NOT ANY WORTHY BORROWER. (d) YOU HAVE NO RIGHT, AND SHALL NOT, MAKE ANY ATTEMPT, DIRECTLY OR THROUGH ANY THIRD-PARTY, TO COLLECT FROM BORROWERS. ALL AGREEMENTS AND OBLIGATIONS RELATING TO YOUR WORTHY PROPERTY DEMAND BONDS ARE BETWEEN YOU AND WORTHY AND NOT WITH WORTHY’S THIRD-PARTY BORROWERS. (e) YOU UNDERSTAND THAT AS WORTHY HAS A LIMITED OPERATING HISTORY, AND IS IN THE EARLY STAGES OF DEVELOPMENT, WE FACE INCREASED RISKS, UNCERTAINTIES, EXPENSES, AND DIFFICULTIES, WHICH COULD IMPACT YOUR SUBSCRIPTION. (f) PLEASE SEE THE OFFERING CIRCULAR AND OUR OTHER FILINGS WITH THE SEC WHICH ARE AVAILABLE ON ITS WEBSITE AT WXX.XXX.XXX FOR CERTAIN RISK DISCLOSURES REGARDING YOUR SUBSCRIPTION IN THE WORTHY PROPERTY DEMAND BONDS. (g) THE WORTHY PROPERTY DEMAND BONDS WILL NOT BE LISTED ON ANY SECURITIES EXCHANGE, NOR DO WE HAVE PLANS TO ESTABLISH ANY KIND OF TRADING PLATFORM TO ASSIST SUBSCRIBERS WHO WISH TO SELL THEIR WORTHY PROPERTY DEMAND BONDS. THERE IS NO PUBLIC MARKET FOR THE WORTHY PROPERTY DEMAND BONDS, AND NONE IS EXPECTED TO DEVELOP. WORTHY PROPERTY DEMAND BONDS MAY BE SUBJECT TO TRANSFER RESTRICTIONS. (h) THE WORTHY PROPERTY DEMAND BONDS WILL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDA. (i) WORTHY PROPERTY BONDS ARE TRANSFERRABLE FREE RESERVES THE RIGHT TO CHARGE SUBSCRIBERS UP TO A 1% SERVICING FEE ON THE TRANSFER OF CHARGEWORTHY DEMAND BONDS, WHICH CHARGE WOULD ONLY BE MADE AGAINST ACCRUED INTEREST. THE SERVICING FEE IS SUBJECT TO CHANGE. (j) WE WILL ISSUE THE WORTHY PROPERTY DEMAND BONDS ONLY IN ELECTRONIC FORM. SUBSCRIBERS WILL BE REQUIRED TO HOLD THEIR WORTHY PROPERTY DEMAND BONDS THROUGH WORTHY’S ELECTRONIC BOND REGISTER. (k) EACH WORTHY PROPERTY DEMAND BOND WILL BE REPAYABLE UPON YOUR DEMAND OR REDEEMABLE BY WORTHY. (l) WORTHY HAS INCURRED NET LOSSES IN THE PAST AND EXPECTS TO INCUR NET LOSSES IN THE FUTURE. (m) IF THE SECURITY OF OUR SUBSCRIBERS’ CONFIDENTIAL INFORMATION STORAGE SYSTEMS IS BREACHED OR OTHERWISE SUBJECTED TO UNAUTHORIZED ACCESS, YOUR SECURE INFORMATION MAY BE STOLEN. (n) THE WORTHY PROPERTY DEMAND BONDS WILL NOT RESTRICT OUR ABILITY TO INCUR ADDITIONAL INDEBTEDNESS, INCLUDING INDEBTEDNESS SECURED BY OUR ASSETS. (o) UPON RECEIVING WORTHY PROPERTY DEMAND BONDS UNDER THE WORTHY PROPERTY DEMAND BOND REWARDS PROGRAM, YOU WILL GENERALLY REALIZE TAXABLE INCOME EQUAL TO THE FAIR MARKET VALUE OF THE WORTHY PROPERTY DEMAND BONDS. WE WILL REPORT THIS AMOUNT TO THE IRS USING FORM 1099-MISC AS APPLICABLE. You and Worthy agree that the Worthy Property Demand Bonds are intended to be indebtedness of Worthy for U.S. federal income tax purposes. You agree that you will not take any position inconsistent with such treatment of the Worthy Property Demand Bonds for tax, accounting, or other purposes, unless required by law. You further acknowledge that the Worthy Property Demand Bonds will be subject to the original issue discount rules of the Internal Revenue Code of 1986, as amended. You acknowledge that you are prepared to bear the risk of loss of the value of any Worthy Property Demand Bonds you receive as an award.

Appears in 2 contracts

Samples: Worthy Demand Bond Subscription Agreement (Worthy Peer Capital, Inc.), Worthy Demand Bond Subscription Agreement (Worthy Peer Capital, Inc.)

Your Covenants and Acknowledgements. You understand and acknowledge the following: (a) The Worthy Property Demand Bonds have not been registered under the Securities Act, or under the securities act of any other jurisdiction, nor is any such registration contemplated. The Worthy Property Demand Bonds will be offered and awarded sold under the exemption provided by Section 3(b)(2) of the Securities Act and Regulation A promulgated thereunder pursuant to an offering statement on Form 1-A including the offering circular which forms a part thereof and the supplements and post-qualification amendments thereto (collectively, the “Offering Circular”) filed with the U.S. Securities and Exchange Commission (“SEC”) available at: WXX.XXX.XXX and other exemptions of similar import in the laws of the states and other jurisdictions where the offering will be made. You have received and have had the opportunity to review the Offering Circular provided to you. Neither the SEC nor any state securities commission has passed upon the merits of or given its approval of any securities offered or the terms of the offering nor passed upon the accuracy or completeness of any Offering Circular or other selling literature. Any representation to the contrary is a criminal offense. The Worthy Property Demand Bonds are being offered pursuant to an exemption from registration with the SEC; however, the SEC has not made an independent determination that the securities offered thereunder are exempt from registration. (b) SUBSCRIPTION INVESTMENT IN THE WORTHY PROPERTY DEMAND BONDS IS HIGHLY RISKY AND YOU MAY LOSE ALL VALUE OF SUCH SUBSCRIPTIONYOUR INVESTMENT. THESE ARE SPECULATIVE SECURITIES. YOU SHOULD SUBSCRIBE IN PURCHASE THESE SECURITIES ONLY IF YOU CAN AFFORD A COMPLETE LOSS OF YOUR SUBSCRIPTIONINVESTMENT. BEFORE SUBSCRIBING IN PURCHASING A WORTHY PROPERTY DEMAND BOND, YOU SHOULD REVIEW THE RISK DISCLOSURES AND OTHER TERMS OF THE SECURITIES OFFERING AVAILABLE IN THE WORTHY FORM 1-A OFFERING STATEMENT ON THE SEC’S EXXXX FILINGS DATABASE AT HXXX://XXX.XXX.XXX. (c) THE WORTHY PROPERTY DEMAND BONDS DO NOT REPRESENT AN OWNERSHIP INTEREST IN ANY SPECIFIC WORTHY LOANS, THEIR PROCEEDS, OR THEIR ASSETS. YOU UNDERSTAND THAT THE WORTHY PROPERTY DEMAND BONDS ARE UNSECURED GENERAL OBLIGATIONS OF WORTHY ONLY AND NOT ANY WORTHY BORROWER. (d) YOU HAVE NO RIGHT, AND SHALL NOT, MAKE ANY ATTEMPT, DIRECTLY OR THROUGH ANY THIRD-PARTY, TO COLLECT FROM BORROWERS. ALL AGREEMENTS AND OBLIGATIONS RELATING TO YOUR WORTHY PROPERTY DEMAND BONDS ARE BETWEEN YOU AND WORTHY AND NOT WITH WORTHY’S THIRD-PARTY BORROWERS. (e) YOU UNDERSTAND THAT AS WORTHY HAS A LIMITED OPERATING HISTORY, AND IS IN THE EARLY STAGES OF DEVELOPMENT, WE FACE INCREASED RISKS, UNCERTAINTIES, EXPENSES, AND DIFFICULTIES, WHICH COULD IMPACT YOUR SUBSCRIPTIONINVESTMENT. (f) PLEASE SEE THE OFFERING CIRCULAR AND OUR OTHER FILINGS WITH THE SEC WHICH ARE AVAILABLE ON ITS WEBSITE AT WXX.XXX.XXX FOR CERTAIN RISK DISCLOSURES REGARDING YOUR SUBSCRIPTION INVESTMENT IN THE WORTHY PROPERTY DEMAND BONDS. (g) THE WORTHY PROPERTY DEMAND BONDS WILL NOT BE LISTED ON ANY SECURITIES EXCHANGE, NOR DO WE HAVE PLANS TO ESTABLISH ANY KIND OF TRADING PLATFORM TO ASSIST SUBSCRIBERS INVESTORS WHO WISH TO SELL THEIR WORTHY PROPERTY DEMAND BONDS. THERE IS NO PUBLIC MARKET FOR THE WORTHY PROPERTY DEMAND BONDS, AND NONE IS EXPECTED TO DEVELOP. WORTHY PROPERTY DEMAND BONDS MAY BE SUBJECT TO TRANSFER RESTRICTIONS. (h) THE WORTHY PROPERTY DEMAND BONDS WILL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDA. (i) WORTHY PROPERTY BONDS ARE TRANSFERRABLE FREE RESERVES THE RIGHT TO CHARGE INVESTORS UP TO A 1% SERVICING FEE ON THE TRANSFER OF CHARGEWORTHY DEMAND BONDS, WHICH CHARGE WOULD ONLY BE MADE AGAINST ACCRUED INTEREST. THE SERVICING FEE IS SUBJECT TO CHANGE. (j) WE WILL ISSUE THE WORTHY PROPERTY DEMAND BONDS ONLY IN ELECTRONIC FORM. SUBSCRIBERS INVESTORS WILL BE REQUIRED TO HOLD THEIR WORTHY PROPERTY DEMAND BONDS THROUGH WORTHY’S ELECTRONIC BOND REGISTER. (k) EACH WORTHY PROPERTY DEMAND BOND WILL BE REPAYABLE UPON YOUR DEMAND OR REDEEMABLE BY WORTHY. (l) WORTHY HAS INCURRED NET LOSSES IN THE PAST AND EXPECTS TO INCUR NET LOSSES IN THE FUTURE. (m) IF THE SECURITY OF OUR SUBSCRIBERSINVESTORS’ CONFIDENTIAL INFORMATION STORAGE SYSTEMS IS BREACHED OR OTHERWISE SUBJECTED TO UNAUTHORIZED ACCESS, YOUR SECURE INFORMATION MAY BE STOLEN. (n) THE WORTHY PROPERTY DEMAND BONDS WILL NOT RESTRICT OUR ABILITY TO INCUR ADDITIONAL INDEBTEDNESS, INCLUDING INDEBTEDNESS SECURED BY OUR ASSETS. (o) UPON RECEIVING WORTHY PROPERTY BONDS UNDER THE WORTHY PROPERTY BOND REWARDS PROGRAM, YOU WILL GENERALLY REALIZE TAXABLE INCOME EQUAL TO THE FAIR MARKET VALUE OF THE WORTHY PROPERTY BONDS. WE WILL REPORT THIS AMOUNT TO THE IRS USING FORM 1099-MISC AS APPLICABLE. You and Worthy agree that the Worthy Property Demand Bonds are intended to be indebtedness of Worthy for U.S. federal income tax purposes. You agree that you will not take any position inconsistent with such treatment of the Worthy Property Demand Bonds for tax, accounting, or other purposes, unless required by law. You further acknowledge that the Worthy Property Demand Bonds will be subject to the original issue discount rules of the Internal Revenue Code of 1986, as amended. You acknowledge that you are prepared to bear the risk of loss of the value of your entire purchase price for any Worthy Property Demand Bonds you receive as an awardpurchase.

Appears in 2 contracts

Samples: Worthy Demand Bond Investor Agreement (Worthy Peer Capital, Inc.), Worthy Demand Bond Investor Agreement (Worthy Peer Capital, Inc.)

Your Covenants and Acknowledgements. You understand and acknowledge the following: (a) The Worthy Property Community II Bonds have not been registered under the Securities Act, or under the securities act of any other jurisdiction, nor is any such registration contemplated. The Worthy Property Community II Bonds will be offered and awarded sold under the exemption provided by Section 3(b)(2) of the Securities Act and Regulation A promulgated thereunder pursuant to an offering statement on Form 1-A including the offering circular which forms a part thereof and the supplements and post-qualification amendments thereto (collectively, the “Offering Circular”) filed with the U.S. Securities and Exchange Commission (“SEC”) available at: WXX.XXX.XXX and other exemptions of similar import in the laws of the states and other jurisdictions where the offering will be made. You have received and have had the opportunity to review the Offering Circular provided to you. Neither the SEC nor any state securities commission has passed upon the merits of or given its approval of any securities offered or the terms of the offering nor passed upon the accuracy or completeness of any Offering Circular or other selling literature. Any representation to the contrary is a criminal offense. The Worthy Property Community II Bonds are being offered pursuant to an exemption from registration with the SEC; however, the SEC has not made an independent determination that the securities offered thereunder are exempt from registration. (b) SUBSCRIPTION INVESTMENT IN THE WORTHY PROPERTY COMMUNITY II BONDS IS HIGHLY RISKY AND YOU MAY LOSE ALL VALUE OF SUCH SUBSCRIPTIONYOUR INVESTMENT. THESE ARE SPECULATIVE SECURITIES. YOU SHOULD SUBSCRIBE IN PURCHASE THESE SECURITIES ONLY IF YOU CAN AFFORD A COMPLETE LOSS OF YOUR SUBSCRIPTIONINVESTMENT. BEFORE SUBSCRIBING IN PURCHASING A WORTHY PROPERTY COMMUNITY II BOND, YOU SHOULD REVIEW THE RISK DISCLOSURES AND OTHER TERMS OF THE SECURITIES OFFERING AVAILABLE IN THE WORTHY FORM 1-A OFFERING STATEMENT ON THE SEC’S EXXXX FILINGS DATABASE AT HXXX://XXX.XXX.XXX. (c) THE WORTHY PROPERTY COMMUNITY II BONDS DO NOT REPRESENT AN OWNERSHIP INTEREST IN ANY SPECIFIC WORTHY LOANS, THEIR PROCEEDS, OR THEIR ASSETS. YOU UNDERSTAND THAT THE WORTHY PROPERTY COMMUNITY II BONDS ARE UNSECURED GENERAL OBLIGATIONS OF WORTHY ONLY AND NOT ANY WORTHY BORROWER. (d) YOU HAVE NO RIGHT, AND SHALL NOT, MAKE ANY ATTEMPT, DIRECTLY OR THROUGH ANY THIRD-PARTY, TO COLLECT FROM BORROWERS. ALL AGREEMENTS AND OBLIGATIONS RELATING TO YOUR WORTHY PROPERTY COMMUNITY II BONDS ARE BETWEEN YOU AND WORTHY AND NOT WITH WORTHY’S THIRD-PARTY BORROWERS. (e) YOU UNDERSTAND THAT AS WORTHY HAS A LIMITED OPERATING HISTORY, AND IS IN THE EARLY STAGES OF DEVELOPMENT, WE FACE INCREASED RISKS, UNCERTAINTIES, EXPENSES, AND DIFFICULTIES, WHICH COULD IMPACT YOUR SUBSCRIPTIONINVESTMENT. (f) PLEASE SEE THE OFFERING CIRCULAR AND OUR OTHER FILINGS WITH THE SEC WHICH ARE AVAILABLE ON ITS WEBSITE AT WXX.XXX.XXX FOR CERTAIN RISK DISCLOSURES REGARDING YOUR SUBSCRIPTION INVESTMENT IN THE WORTHY PROPERTY COMMUNITY II BONDS. (g) THE WORTHY PROPERTY COMMUNITY II BONDS WILL NOT BE LISTED ON ANY SECURITIES EXCHANGE, NOR DO WE HAVE PLANS TO ESTABLISH ANY KIND OF TRADING PLATFORM TO ASSIST SUBSCRIBERS INVESTORS WHO WISH TO SELL THEIR WORTHY PROPERTY COMMUNITY II BONDS. THERE IS NO PUBLIC MARKET FOR THE WORTHY PROPERTY COMMUNITY II BONDS, AND NONE IS EXPECTED TO DEVELOP. WORTHY PROPERTY COMMUNITY II BONDS MAY BE SUBJECT TO TRANSFER RESTRICTIONS. (h) THE WORTHY PROPERTY COMMUNITY II BONDS WILL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDA. (i) WORTHY PROPERTY BONDS ARE TRANSFERRABLE FREE RESERVES THE RIGHT TO CHARGE INVESTORS UP TO A 1% SERVICING FEE ON THE TRANSFER OF CHARGEWORTHY COMMUNITY II BONDS, WHICH CHARGE WOULD ONLY BE MADE AGAINST ACCRUED INTEREST. THE SERVICING FEE IS SUBJECT TO CHANGE. (j) WE WILL ISSUE THE WORTHY PROPERTY COMMUNITY II BONDS ONLY IN ELECTRONIC FORM. SUBSCRIBERS INVESTORS WILL BE REQUIRED TO HOLD THEIR WORTHY PROPERTY COMMUNITY II BONDS THROUGH WORTHY’S ELECTRONIC BOND REGISTER. (k) EACH WORTHY PROPERTY COMMUNITY II BOND WILL BE REPAYABLE UPON YOUR DEMAND OR REDEEMABLE BY WORTHY. (l) WORTHY HAS INCURRED NET LOSSES IN THE PAST AND EXPECTS TO INCUR NET LOSSES IN THE FUTURE. (m) IF THE SECURITY OF OUR SUBSCRIBERSINVESTORS’ CONFIDENTIAL INFORMATION STORAGE SYSTEMS IS BREACHED OR OTHERWISE SUBJECTED TO UNAUTHORIZED ACCESS, YOUR SECURE INFORMATION MAY BE STOLEN. (n) THE WORTHY PROPERTY COMMUNITY II BONDS WILL NOT RESTRICT OUR ABILITY TO INCUR ADDITIONAL INDEBTEDNESS, INCLUDING INDEBTEDNESS SECURED BY OUR ASSETS. (o) UPON RECEIVING WORTHY PROPERTY BONDS UNDER THE WORTHY PROPERTY BOND REWARDS PROGRAM, YOU WILL GENERALLY REALIZE TAXABLE INCOME EQUAL TO THE FAIR MARKET VALUE OF THE WORTHY PROPERTY BONDS. WE WILL REPORT THIS AMOUNT TO THE IRS USING FORM 1099-MISC AS APPLICABLE. You and Worthy agree that the Worthy Property Community II Bonds are intended to be indebtedness of Worthy for U.S. federal income tax purposes. You agree that you will not take any position inconsistent with such treatment of the Worthy Property Community II Bonds for tax, accounting, or other purposes, unless required by law. You further acknowledge that the Worthy Property Community II Bonds will be subject to the original issue discount rules of the Internal Revenue Code of 1986, as amended. You acknowledge that you are prepared to bear the risk of loss of the value of your entire purchase price for any Worthy Property Community II Bonds you receive as an awardpurchase.

Appears in 2 contracts

Samples: Bond Investor Agreement (Worthy Community Bonds II, Inc), Worthy Community Ii Bond Investor Agreement (Worthy Community Bonds II, Inc)

Your Covenants and Acknowledgements. You understand and acknowledge the following: (a) The Worthy Property II Bonds have not been registered under the Securities Act, or under the securities act of any other jurisdiction, nor is any such registration contemplated. The Worthy Property II Bonds will be offered and awarded sold under the exemption provided by Section 3(b)(2) of the Securities Act and Regulation A promulgated thereunder pursuant to an offering statement on Form 1-A including the offering circular which forms a part thereof and the supplements and post-qualification amendments thereto (collectively, the “Offering Circular”) filed with the U.S. Securities and Exchange Commission (“SEC”) available at: WXX.XXX.XXX and other exemptions of similar import in the laws of the states and other jurisdictions where the offering will be made. You have received and have had the opportunity to review the Offering Circular provided to you. Neither the SEC nor any state securities commission has passed upon the merits of or given its approval of any securities offered or the terms of the offering nor passed upon the accuracy or completeness of any Offering Circular or other selling literature. Any representation to the contrary is a criminal offense. The Worthy Property II Bonds are being offered pursuant to an exemption from registration with the SEC; however, the SEC has not made an independent determination that the securities offered thereunder are exempt from registration. (b) SUBSCRIPTION INVESTMENT IN THE WORTHY PROPERTY II BONDS IS HIGHLY RISKY AND YOU MAY LOSE ALL VALUE OF SUCH SUBSCRIPTIONYOUR INVESTMENT. THESE ARE SPECULATIVE SECURITIES. YOU SHOULD SUBSCRIBE IN PURCHASE THESE SECURITIES ONLY IF YOU CAN AFFORD A COMPLETE LOSS OF YOUR SUBSCRIPTIONINVESTMENT. BEFORE SUBSCRIBING IN PURCHASING A WORTHY PROPERTY II BOND, YOU SHOULD REVIEW THE RISK DISCLOSURES AND OTHER TERMS OF THE SECURITIES OFFERING AVAILABLE IN THE WORTHY FORM 1-A OFFERING STATEMENT ON THE SEC’S EXXXX FILINGS DATABASE AT HXXX://XXX.XXX.XXX. (c) THE WORTHY PROPERTY II BONDS DO NOT REPRESENT AN OWNERSHIP INTEREST IN ANY SPECIFIC WORTHY LOANS, THEIR PROCEEDS, OR THEIR ASSETS. YOU UNDERSTAND THAT THE WORTHY PROPERTY II BONDS ARE UNSECURED GENERAL OBLIGATIONS OF WORTHY ONLY AND NOT ANY WORTHY BORROWER. (d) YOU HAVE NO RIGHT, AND SHALL NOT, MAKE ANY ATTEMPT, DIRECTLY OR THROUGH ANY THIRD-PARTY, TO COLLECT FROM BORROWERS. ALL AGREEMENTS AND OBLIGATIONS RELATING TO YOUR WORTHY PROPERTY II BONDS ARE BETWEEN YOU AND WORTHY AND NOT WITH WORTHY’S THIRD-PARTY BORROWERS. (e) YOU UNDERSTAND THAT AS WORTHY HAS A LIMITED OPERATING HISTORY, AND IS IN THE EARLY STAGES OF DEVELOPMENT, WE FACE INCREASED RISKS, UNCERTAINTIES, EXPENSES, AND DIFFICULTIES, WHICH COULD IMPACT YOUR SUBSCRIPTIONINVESTMENT. (f) PLEASE SEE THE OFFERING CIRCULAR AND OUR OTHER FILINGS WITH THE SEC WHICH ARE AVAILABLE ON ITS WEBSITE AT WXX.XXX.XXX FOR CERTAIN RISK DISCLOSURES REGARDING YOUR SUBSCRIPTION INVESTMENT IN THE WORTHY PROPERTY II BONDS. (g) THE WORTHY PROPERTY II BONDS WILL NOT BE LISTED ON ANY SECURITIES EXCHANGE, NOR DO WE HAVE PLANS TO ESTABLISH ANY KIND OF TRADING PLATFORM TO ASSIST SUBSCRIBERS INVESTORS WHO WISH TO SELL THEIR WORTHY PROPERTY II BONDS. THERE IS NO PUBLIC MARKET FOR THE WORTHY PROPERTY II BONDS, AND NONE IS EXPECTED TO DEVELOP. WORTHY PROPERTY II BONDS MAY BE SUBJECT TO TRANSFER RESTRICTIONS. (h) THE WORTHY PROPERTY II BONDS WILL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDA. (i) WORTHY PROPERTY BONDS ARE TRANSFERRABLE FREE RESERVES THE RIGHT TO CHARGE INVESTORS UP TO A 1% SERVICING FEE ON THE TRANSFER OF CHARGEWORTHY II BONDS, WHICH CHARGE WOULD ONLY BE MADE AGAINST ACCRUED INTEREST. THE SERVICING FEE IS SUBJECT TO CHANGE. (j) WE WILL ISSUE THE WORTHY PROPERTY II BONDS ONLY IN ELECTRONIC FORM. SUBSCRIBERS INVESTORS WILL BE REQUIRED TO HOLD THEIR WORTHY PROPERTY II BONDS THROUGH WORTHY’S ELECTRONIC BOND REGISTER. (k) EACH WORTHY PROPERTY II BOND WILL BE REPAYABLE UPON MATURE ON THE MATURITY DATE, UNLESS WORTHY EXERCISES ITS OPTION TO PREPAY THE BOND PRIOR TO ITS MATURITY DATE, YOU EXERCISE YOUR DEMAND RIGHT TO CAUSE WORTHY TO REPURCHASE THE WORTHY II BOND OR REDEEMABLE BY WORTHYYOU EXERCISE YOUR OPTION TO EXTEND THE MATURITY DATE. YOUR ABILITY TO CAUSE WORTHY TO REPURCHASE THE BOND IS LIMITED. (l) WORTHY HAS INCURRED NET LOSSES IN THE PAST AND EXPECTS TO INCUR NET LOSSES IN THE FUTURE. (m) IF THE SECURITY OF OUR SUBSCRIBERSINVESTORS’ CONFIDENTIAL INFORMATION STORAGE SYSTEMS IS BREACHED OR OTHERWISE SUBJECTED TO UNAUTHORIZED ACCESS, YOUR SECURE INFORMATION MAY BE STOLEN. (n) THE WORTHY PROPERTY II BONDS WILL NOT RESTRICT OUR ABILITY TO INCUR ADDITIONAL INDEBTEDNESS, INCLUDING INDEBTEDNESS SECURED BY OUR ASSETS. (o) UPON RECEIVING WORTHY PROPERTY BONDS UNDER THE WORTHY PROPERTY BOND REWARDS PROGRAM, YOU WILL GENERALLY REALIZE TAXABLE INCOME EQUAL TO THE FAIR MARKET VALUE OF THE WORTHY PROPERTY BONDS. WE WILL REPORT THIS AMOUNT TO THE IRS USING FORM 1099-MISC AS APPLICABLE. You and Worthy agree that the Worthy Property II Bonds are intended to be indebtedness of Worthy for U.S. federal income tax purposes. You agree that you will not take any position inconsistent with such treatment of the Worthy Property II Bonds for tax, accounting, or other purposes, unless required by law. You further acknowledge that the Worthy Property II Bonds will be subject to the original issue discount rules of the Internal Revenue Code of 1986, as amended. You acknowledge that you are prepared to bear the risk of loss of the value of your entire purchase price for any Worthy Property II Bonds you receive as an awardpurchase.

Appears in 2 contracts

Samples: Bond Investor Agreement (Worthy Peer Capital II, Inc.), Bond Investor Agreement (Worthy Peer Capital II, Inc.)

Your Covenants and Acknowledgements. You understand and acknowledge the following: (a) The Worthy Property Bonds have not been registered under the Securities Act, or under the securities act of any other jurisdiction, nor is any such registration contemplated. The Worthy Property Bonds will be offered and awarded sold under the exemption provided by Section 3(b)(2) of the Securities Act and Regulation A promulgated thereunder pursuant to an offering statement on Form 1-A including the offering circular which forms a part thereof and the supplements and post-qualification amendments thereto (collectively, the “Offering Circular”) filed with the U.S. Securities and Exchange Commission (“SEC”) available at: WXX.XXX.XXX and other exemptions of similar import in the laws of the states and other jurisdictions where the offering will be made. You have received and have had the opportunity to review the Offering Circular provided to you. Neither the SEC nor any state securities commission has passed upon the merits of or given its approval of any securities offered or the terms of the offering nor passed upon the accuracy or completeness of any Offering Circular or other selling literature. Any representation to the contrary is a criminal offense. The Worthy Property Bonds are being offered pursuant to an exemption from registration with the SEC; however, the SEC has not made an independent determination that the securities offered thereunder are exempt from registration. (b) SUBSCRIPTION INVESTMENT IN THE WORTHY PROPERTY BONDS IS HIGHLY RISKY AND YOU MAY LOSE ALL VALUE OF SUCH SUBSCRIPTIONYOUR INVESTMENT. THESE ARE SPECULATIVE SECURITIES. YOU SHOULD SUBSCRIBE IN PURCHASE THESE SECURITIES ONLY IF YOU CAN AFFORD A COMPLETE LOSS OF YOUR SUBSCRIPTIONINVESTMENT. BEFORE SUBSCRIBING IN PURCHASING A WORTHY PROPERTY BOND, YOU SHOULD REVIEW THE RISK DISCLOSURES AND OTHER TERMS OF THE SECURITIES OFFERING AVAILABLE IN THE WORTHY FORM 1-A OFFERING STATEMENT ON THE SEC’S EXXXX FILINGS DATABASE AT HXXX://XXX.XXX.XXX. (c) THE WORTHY PROPERTY BONDS DO NOT REPRESENT AN OWNERSHIP INTEREST IN ANY SPECIFIC WORTHY LOANS, THEIR PROCEEDS, OR THEIR ASSETS. YOU UNDERSTAND THAT THE WORTHY PROPERTY BONDS ARE UNSECURED GENERAL OBLIGATIONS OF WORTHY ONLY AND NOT ANY WORTHY BORROWER. (d) YOU HAVE NO RIGHT, AND SHALL NOT, MAKE ANY ATTEMPT, DIRECTLY OR THROUGH ANY THIRD-PARTY, TO COLLECT FROM BORROWERS. ALL AGREEMENTS AND OBLIGATIONS RELATING TO YOUR WORTHY PROPERTY BONDS ARE BETWEEN YOU AND WORTHY AND NOT WITH WORTHY’S THIRD-PARTY BORROWERS. (e) YOU UNDERSTAND THAT AS WORTHY HAS A LIMITED OPERATING HISTORY, AND IS IN THE EARLY STAGES OF DEVELOPMENT, WE FACE INCREASED RISKS, UNCERTAINTIES, EXPENSES, AND DIFFICULTIES, WHICH COULD IMPACT YOUR SUBSCRIPTIONINVESTMENT. (f) PLEASE SEE THE OFFERING CIRCULAR AND OUR OTHER FILINGS WITH THE SEC WHICH ARE AVAILABLE ON ITS WEBSITE AT WXX.XXX.XXX FOR CERTAIN RISK DISCLOSURES REGARDING YOUR SUBSCRIPTION INVESTMENT IN THE WORTHY PROPERTY BONDS. (g) THE WORTHY PROPERTY BONDS WILL NOT BE LISTED ON ANY SECURITIES EXCHANGE, NOR DO WE HAVE PLANS TO ESTABLISH ANY KIND OF TRADING PLATFORM TO ASSIST SUBSCRIBERS INVESTORS WHO WISH TO SELL THEIR WORTHY PROPERTY BONDS. THERE IS NO PUBLIC MARKET FOR THE WORTHY PROPERTY BONDS, AND NONE IS EXPECTED TO DEVELOP. WORTHY PROPERTY BONDS MAY BE SUBJECT TO TRANSFER RESTRICTIONS. (h) THE WORTHY PROPERTY BONDS WILL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDA. (i) WORTHY PROPERTY BONDS ARE TRANSFERRABLE FREE OF CHARGE. (j) WE WILL ISSUE THE WORTHY PROPERTY BONDS ONLY IN ELECTRONIC FORM. SUBSCRIBERS INVESTORS WILL BE REQUIRED TO HOLD THEIR WORTHY PROPERTY BONDS THROUGH WORTHY’S ELECTRONIC BOND REGISTER. (k) EACH WORTHY PROPERTY BOND WILL BE REPAYABLE UPON YOUR DEMAND OR REDEEMABLE BY WORTHY. (l) WORTHY HAS INCURRED NET LOSSES IN THE PAST AND EXPECTS TO INCUR NET LOSSES IN THE FUTURE. (m) IF THE SECURITY OF OUR SUBSCRIBERSINVESTORS’ CONFIDENTIAL INFORMATION STORAGE SYSTEMS IS BREACHED OR OTHERWISE SUBJECTED TO UNAUTHORIZED ACCESS, YOUR SECURE INFORMATION MAY BE STOLEN. (n) THE WORTHY PROPERTY BONDS WILL NOT RESTRICT OUR ABILITY TO INCUR ADDITIONAL INDEBTEDNESS, INCLUDING INDEBTEDNESS SECURED BY OUR ASSETS. (o) UPON RECEIVING WORTHY PROPERTY BONDS UNDER THE WORTHY PROPERTY BOND REWARDS PROGRAM, YOU WILL GENERALLY REALIZE TAXABLE INCOME EQUAL TO THE FAIR MARKET VALUE OF THE WORTHY PROPERTY BONDS. WE WILL REPORT THIS AMOUNT TO THE IRS USING FORM 1099-MISC AS APPLICABLE. You and Worthy agree that the Worthy Property Bonds are intended to be indebtedness of Worthy for U.S. federal income tax purposes. You agree that you will not take any position inconsistent with such treatment of the Worthy Property Bonds for tax, accounting, or other purposes, unless required by law. You further acknowledge that the Worthy Property Bonds will be subject to the original issue discount rules of the Internal Revenue Code of 1986, as amended. You acknowledge that you are prepared to bear the risk of loss of the value of your entire purchase price for any Worthy Property Bonds you receive as an awardpurchase.

Appears in 2 contracts

Samples: Worthy Property Bond Investor Agreement (Worthy Property Bonds, Inc.), Worthy Property Bond Investor Agreement (Worthy Property Bonds, Inc.)

Your Covenants and Acknowledgements. You understand and acknowledge the following: (a) The Worthy Property Community Bonds have not been registered under the Securities Act, or under the securities act of any other jurisdiction, nor is any such registration contemplated. The Worthy Property Community Bonds will be offered and awarded under the exemption provided by Section 3(b)(2) of the Securities Act and Regulation A promulgated thereunder pursuant to an offering statement on Form 1-A including the offering circular which forms a part thereof and the supplements and post-qualification amendments thereto (collectively, the “Offering Circular”) filed with the U.S. Securities and Exchange Commission (“SEC”) available at: WXX.XXX.XXX and other exemptions of similar import in the laws of the states and other jurisdictions where the offering will be made. You have received and have had the opportunity to review the Offering Circular provided to you. Neither the SEC nor any state securities commission has passed upon the merits of or given its approval of any securities offered or the terms of the offering nor passed upon the accuracy or completeness of any Offering Circular or other selling literature. Any representation to the contrary is a criminal offense. The Worthy Property Community Bonds are being offered pursuant to an exemption from registration with the SEC; however, the SEC has not made an independent determination that the securities offered thereunder are exempt from registration. (b) SUBSCRIPTION IN THE WORTHY PROPERTY COMMUNITY BONDS IS HIGHLY RISKY AND YOU MAY LOSE ALL VALUE OF SUCH SUBSCRIPTION. THESE ARE SPECULATIVE SECURITIES. YOU SHOULD SUBSCRIBE IN THESE SECURITIES ONLY IF YOU CAN AFFORD A COMPLETE LOSS OF YOUR SUBSCRIPTION. BEFORE SUBSCRIBING IN A WORTHY PROPERTY COMMUNITY BOND, YOU SHOULD REVIEW THE RISK DISCLOSURES AND OTHER TERMS OF THE SECURITIES OFFERING AVAILABLE IN THE WORTHY FORM 1-A OFFERING STATEMENT ON THE SEC’S EXXXX FILINGS DATABASE AT HXXX://XXX.XXX.XXX. (c) THE WORTHY PROPERTY COMMUNITY BONDS DO NOT REPRESENT AN OWNERSHIP INTEREST IN ANY SPECIFIC WORTHY LOANS, THEIR PROCEEDS, OR THEIR ASSETS. YOU UNDERSTAND THAT THE WORTHY PROPERTY COMMUNITY BONDS ARE UNSECURED GENERAL OBLIGATIONS OF WORTHY ONLY AND NOT ANY WORTHY BORROWER. (d) YOU HAVE NO RIGHT, AND SHALL NOT, MAKE ANY ATTEMPT, DIRECTLY OR THROUGH ANY THIRD-PARTY, TO COLLECT FROM BORROWERS. ALL AGREEMENTS AND OBLIGATIONS RELATING TO YOUR WORTHY PROPERTY COMMUNITY BONDS ARE BETWEEN YOU AND WORTHY AND NOT WITH WORTHY’S THIRD-PARTY BORROWERS. (e) YOU UNDERSTAND THAT AS WORTHY HAS A LIMITED OPERATING HISTORY, AND IS IN THE EARLY STAGES OF DEVELOPMENT, WE FACE INCREASED RISKS, UNCERTAINTIES, EXPENSES, AND DIFFICULTIES, WHICH COULD IMPACT YOUR SUBSCRIPTION. (f) PLEASE SEE THE OFFERING CIRCULAR AND OUR OTHER FILINGS WITH THE SEC WHICH ARE AVAILABLE ON ITS WEBSITE AT WXX.XXX.XXX FOR CERTAIN RISK DISCLOSURES REGARDING YOUR SUBSCRIPTION IN THE WORTHY PROPERTY COMMUNITY BONDS. (g) THE WORTHY PROPERTY COMMUNITY BONDS WILL NOT BE LISTED ON ANY SECURITIES EXCHANGE, NOR DO WE HAVE PLANS TO ESTABLISH ANY KIND OF TRADING PLATFORM TO ASSIST SUBSCRIBERS WHO WISH TO SELL THEIR WORTHY PROPERTY COMMUNITY BONDS. THERE IS NO PUBLIC MARKET FOR THE WORTHY PROPERTY COMMUNITY BONDS, AND NONE IS EXPECTED TO DEVELOP. WORTHY PROPERTY COMMUNITY BONDS MAY BE SUBJECT TO TRANSFER RESTRICTIONS. (h) THE WORTHY PROPERTY COMMUNITY BONDS WILL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDA. (i) WORTHY PROPERTY BONDS ARE TRANSFERRABLE FREE RESERVES THE RIGHT TO CHARGE SUBSCRIBERS UP TO A 1% SERVICING FEE ON THE TRANSFER OF CHARGEWORTHY COMMUNITY BONDS, WHICH CHARGE WOULD ONLY BE MADE AGAINST ACCRUED INTEREST. THE SERVICING FEE IS SUBJECT TO CHANGE. (j) WE WILL ISSUE THE WORTHY PROPERTY COMMUNITY BONDS ONLY IN ELECTRONIC FORM. SUBSCRIBERS WILL BE REQUIRED TO HOLD THEIR WORTHY PROPERTY COMMUNITY BONDS THROUGH WORTHY’S ELECTRONIC BOND REGISTER. (k) EACH WORTHY PROPERTY COMMUNITY BOND WILL BE REPAYABLE UPON YOUR DEMAND OR REDEEMABLE BY WORTHY. (l) WORTHY HAS INCURRED NET LOSSES IN THE PAST AND EXPECTS TO INCUR NET LOSSES IN THE FUTURE. (m) IF THE SECURITY OF OUR SUBSCRIBERS’ CONFIDENTIAL INFORMATION STORAGE SYSTEMS IS BREACHED OR OTHERWISE SUBJECTED TO UNAUTHORIZED ACCESS, YOUR SECURE INFORMATION MAY BE STOLEN. (n) THE WORTHY PROPERTY COMMUNITY BONDS WILL NOT RESTRICT OUR ABILITY TO INCUR ADDITIONAL INDEBTEDNESS, INCLUDING INDEBTEDNESS SECURED BY OUR ASSETS. (o) UPON RECEIVING WORTHY PROPERTY COMMUNITY BONDS UNDER THE WORTHY PROPERTY COMMUNITY BOND REWARDS PROGRAM, YOU WILL GENERALLY REALIZE TAXABLE INCOME EQUAL TO THE FAIR MARKET VALUE OF THE WORTHY PROPERTY COMMUNITY BONDS. WE WILL REPORT THIS AMOUNT TO THE IRS USING FORM 1099-MISC AS APPLICABLE. You and Worthy agree that the Worthy Property Community Bonds are intended to be indebtedness of Worthy for U.S. federal income tax purposes. You agree that you will not take any position inconsistent with such treatment of the Worthy Property Community Bonds for tax, accounting, or other purposes, unless required by law. You further acknowledge that the Worthy Property Community Bonds will be subject to the original issue discount rules of the Internal Revenue Code of 1986, as amended. You acknowledge that you are prepared to bear the risk of loss of the value of any Worthy Property Community Bonds you receive as an award.

Appears in 1 contract

Samples: Worthy Community Bond Subscription Agreement (Worthy Community Bonds, Inc.)

Your Covenants and Acknowledgements. You understand and acknowledge the following: (a) The Worthy Property Bonds have not been registered under the Securities Act, or under the securities act of any other jurisdiction, nor is any such registration contemplated. The Worthy Property Bonds will be offered and awarded sold under the exemption provided by Section 3(b)(2) of the Securities Act and Regulation A promulgated thereunder pursuant to an offering statement on Form 1-A A, including the offering circular which forms a part thereof thereof, and the supplements and post-qualification amendments thereto (collectively, the “Offering Circular”) filed with the U.S. Securities and Exchange Commission (“SEC”) available at: WXX.XXX.XXX xxx.xxx.xxx and other exemptions of similar import in the laws of the states and other jurisdictions where the offering will be made. You have received and have had the opportunity to should review the Offering Circular provided prior to youentering into this Agreement. Neither the SEC nor any state securities commission has passed upon the merits of or given its approval of any securities offered or the terms of the offering nor passed upon the accuracy or completeness of any Offering Circular or other selling literature. Any representation to the contrary is a criminal offense. The Worthy Property Bonds are being offered pursuant to an exemption from registration with the SEC; however, the SEC has not made an independent determination that the securities offered thereunder are exempt from registration. (b) SUBSCRIPTION INVESTMENT IN THE WORTHY PROPERTY BONDS IS HIGHLY RISKY AND YOU MAY LOSE ALL VALUE OF SUCH SUBSCRIPTIONYOUR INVESTMENT. THESE ARE SPECULATIVE SECURITIES. YOU SHOULD SUBSCRIBE IN PURCHASE THESE SECURITIES ONLY IF YOU CAN AFFORD A COMPLETE LOSS OF YOUR SUBSCRIPTIONINVESTMENT. BEFORE SUBSCRIBING IN PURCHASING A WORTHY PROPERTY BOND, YOU SHOULD REVIEW THE RISK DISCLOSURES AND OTHER TERMS OF THE SECURITIES OFFERING AVAILABLE IN THE WORTHY RVH FORM 1-A OFFERING STATEMENT ON THE SEC’S EXXXX XXXXX FILINGS DATABASE AT HXXX://XXX.XXX.XXXXXXX://XXX.XXX.XXX. (c) THE WORTHY PROPERTY BONDS DO NOT REPRESENT AN OWNERSHIP INTEREST IN ANY SPECIFIC WORTHY LOANS, ASSETS OR THEIR PROCEEDS, OR THEIR ASSETS. YOU UNDERSTAND THAT THE WORTHY PROPERTY BONDS ARE UNSECURED GENERAL OBLIGATIONS OF WORTHY ONLY AND NOT ANY WORTHY BORROWERRVH. (d) YOU HAVE NO RIGHT, AND SHALL NOT, MAKE ANY ATTEMPT, DIRECTLY OR THROUGH ANY THIRD-PARTY, TO COLLECT FROM BORROWERS. ALL AGREEMENTS AND OBLIGATIONS RELATING TO YOUR WORTHY PROPERTY BONDS ARE BETWEEN YOU AND WORTHY AND NOT WITH WORTHY’S THIRD-PARTY BORROWERS. (e) YOU UNDERSTAND THAT AS WORTHY RVH HAS A LIMITED OPERATING HISTORY, AND IS IN THE EARLY STAGES OF DEVELOPMENT, WE FACE INCREASED RISKS, UNCERTAINTIES, EXPENSES, AND DIFFICULTIES, WHICH COULD IMPACT NEGATIVELY AFFECT YOUR SUBSCRIPTIONINVESTMENT. (fe) PLEASE SEE THE OFFERING CIRCULAR AND OUR OTHER FILINGS WITH THE SEC WHICH ARE AVAILABLE ON ITS WEBSITE AT WXX.XXX.XXX XXX.XXX.XXX FOR CERTAIN RISK DISCLOSURES REGARDING YOUR SUBSCRIPTION INVESTMENT IN THE WORTHY PROPERTY BONDS. (gf) THE WORTHY PROPERTY BONDS WILL NOT BE LISTED ON ANY SECURITIES EXCHANGE, NOR DO WE HAVE PLANS TO ESTABLISH ANY KIND OF TRADING PLATFORM TO ASSIST SUBSCRIBERS INVESTORS WHO WISH TO SELL THEIR WORTHY PROPERTY BONDS. THERE IS NO PUBLIC MARKET FOR THE WORTHY PROPERTY BONDS, AND NONE IS EXPECTED TO DEVELOP. WORTHY PROPERTY BONDS MAY BE SUBJECT TO TRANSFER RESTRICTIONS. (g) THIS AGREEMENT IS NOT BINDING ON US UNTIL WE HAVE ACCEPTED THE AGREEMENT VIA SIGNATURE BY AN AUTHORIZED INDIVIDUAL. (h) THE WORTHY PROPERTY BONDS WILL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDADELAWARE. (i) WORTHY PROPERTY BONDS ARE TRANSFERRABLE FREE OF CHARGENOT ASSIGNABLE OR TRANSFERABLE WITHOUT OUR CONSENT. (j) WE WILL ISSUE THE WORTHY PROPERTY BONDS ONLY IN ELECTRONIC FORM. SUBSCRIBERS INVESTORS WILL BE REQUIRED TO HOLD THEIR WORTHY PROPERTY BONDS THROUGH WORTHYRVH’S ELECTRONIC BOND REGISTER. (k) EACH WORTHY PROPERTY BOND WILL BE REPAYABLE UPON YOUR DEMAND DEMAND, SUBJECT TO YOUR SELECTED LOCK UP PERIOD, OR REDEEMABLE BY WORTHYRVH. (l) WORTHY HAS INCURRED NET LOSSES IN THE PAST AND EXPECTS TO INCUR NET LOSSES IN THE FUTURE. (m) IF THE SECURITY OF OUR SUBSCRIBERSINVESTORS’ CONFIDENTIAL INFORMATION STORAGE SYSTEMS IS BREACHED OR OTHERWISE SUBJECTED TO UNAUTHORIZED ACCESS, YOUR SECURE INFORMATION MAY BE STOLEN. (nm) THE WORTHY PROPERTY BONDS WILL NOT RESTRICT OUR ABILITY TO INCUR ADDITIONAL INDEBTEDNESS, INCLUDING INDEBTEDNESS SECURED BY OUR ASSETS. (o) UPON RECEIVING WORTHY PROPERTY BONDS UNDER THE WORTHY PROPERTY BOND REWARDS PROGRAM, YOU WILL GENERALLY REALIZE TAXABLE INCOME EQUAL TO THE FAIR MARKET VALUE OF THE WORTHY PROPERTY BONDS. WE WILL REPORT THIS AMOUNT TO THE IRS USING FORM 1099-MISC AS APPLICABLE. You and Worthy RVH agree that the Worthy Property Bonds are intended to be indebtedness of Worthy RVH for U.S. federal income tax purposes. You agree that you will not take any position inconsistent with such treatment of the Worthy Property Bonds for tax, accounting, or other purposes, unless required by law. You further acknowledge that the Worthy Property Bonds will be subject to the original issue discount rules of the Internal Revenue Code of 1986, as amended. You acknowledge that you are prepared to bear the risk of loss of the value of your entire purchase price for any Worthy Property Bonds you receive as an awardpurchase.

Appears in 1 contract

Samples: Investor Bond Agreement (Robert Ventures Holdings LLC)

Your Covenants and Acknowledgements. You understand and acknowledge the following: (a) The Worthy Property USA Real Estate Bonds have not been registered under the Securities Act, or under the securities act of any other jurisdiction, nor is any such registration contemplated. The Worthy Property USA Real Estate Bonds will be offered and awarded sold under the exemption provided by Section 3(b)(2) of the Securities Act and Regulation A promulgated thereunder pursuant to an offering statement on Form 1-A including the offering circular which forms a part thereof and the supplements and post-qualification amendments thereto (collectively, the “Offering Circular”) filed with the U.S. Securities and Exchange Commission (“SEC”) available at: WXX.XXX.XXX and other exemptions of similar import in the laws of the states and other jurisdictions where the offering will be made. You have received and have had the opportunity to review the Offering Circular provided to you. Neither the SEC nor any state securities commission has passed upon the merits of or given its approval of any securities offered or the terms of the offering nor passed upon the accuracy or completeness of any Offering Circular or other selling literature. Any representation to the contrary is a criminal offense. The Worthy Property USA Real Estate Bonds are being offered pursuant to an exemption from registration with the SEC; however, the SEC has not made an independent determination that the securities offered thereunder are exempt from registration. (b) SUBSCRIPTION INVESTMENT IN THE WORTHY PROPERTY USA REAL ESTATE BONDS IS HIGHLY RISKY AND YOU MAY LOSE ALL VALUE OF SUCH SUBSCRIPTIONYOUR INVESTMENT. THESE ARE SPECULATIVE SECURITIES. YOU SHOULD SUBSCRIBE IN PURCHASE THESE SECURITIES ONLY IF YOU CAN AFFORD A COMPLETE LOSS OF YOUR SUBSCRIPTIONINVESTMENT. BEFORE SUBSCRIBING IN PURCHASING A WORTHY PROPERTY USA REAL ESTATE BOND, YOU SHOULD REVIEW THE RISK DISCLOSURES AND OTHER TERMS OF THE SECURITIES OFFERING AVAILABLE IN THE WORTHY USA REAL ESTATE FORM 1-A OFFERING STATEMENT ON THE SEC’S EXXXX FILINGS DATABASE AT HXXX://XXX.XXX.XXX. (c) THE WORTHY PROPERTY USA REAL ESTATE BONDS DO NOT REPRESENT AN OWNERSHIP INTEREST IN ANY SPECIFIC WORTHY USA REAL ESTATE LOANS, THEIR PROCEEDS, OR THEIR ASSETS. YOU UNDERSTAND THAT THE WORTHY PROPERTY USA REAL ESTATE BONDS ARE UNSECURED GENERAL OBLIGATIONS OF WORTHY USA REAL ESTATE ONLY AND NOT ANY WORTHY USA REAL ESTATE BORROWER. (d) YOU HAVE NO RIGHT, AND SHALL NOT, MAKE ANY ATTEMPT, DIRECTLY OR THROUGH ANY THIRD-PARTY, TO COLLECT FROM BORROWERS. ALL AGREEMENTS AND OBLIGATIONS RELATING TO YOUR WORTHY PROPERTY USA REAL ESTATE BONDS ARE BETWEEN YOU AND WORTHY USA REAL ESTATE AND NOT WITH WORTHYUSA REAL ESTATE’S THIRD-PARTY BORROWERS. (e) YOU UNDERSTAND THAT AS WORTHY USA REAL ESTATE HAS A LIMITED OPERATING HISTORY, AND IS IN THE EARLY STAGES OF DEVELOPMENT, WE FACE INCREASED RISKS, UNCERTAINTIES, EXPENSES, AND DIFFICULTIES, WHICH COULD IMPACT YOUR SUBSCRIPTIONINVESTMENT. (f) PLEASE SEE THE OFFERING CIRCULAR AND OUR OTHER FILINGS WITH THE SEC WHICH ARE AVAILABLE ON ITS WEBSITE AT WXX.XXX.XXX FOR CERTAIN RISK DISCLOSURES REGARDING YOUR SUBSCRIPTION INVESTMENT IN THE WORTHY PROPERTY USA REAL ESTATE BONDS. (g) THE WORTHY PROPERTY USA REAL ESTATE BONDS WILL NOT BE LISTED ON ANY SECURITIES EXCHANGE, NOR DO WE HAVE PLANS TO ESTABLISH ANY KIND OF TRADING PLATFORM TO ASSIST SUBSCRIBERS INVESTORS WHO WISH TO SELL THEIR WORTHY PROPERTY USA REAL ESTATE BONDS. THERE IS NO PUBLIC MARKET FOR THE WORTHY PROPERTY USA REAL ESTATE BONDS, AND NONE IS EXPECTED TO DEVELOP. WORTHY PROPERTY BONDS MAY BE SUBJECT TO TRANSFER RESTRICTIONS. (h) THE WORTHY PROPERTY USA REAL ESTATE BONDS WILL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDAPUERTO RICO. (i) WORTHY PROPERTY USA REAL ESTATE BONDS ARE TRANSFERRABLE FREE OF CHARGE. (j) WE WILL ISSUE THE WORTHY PROPERTY USA REAL ESTATE BONDS ONLY IN ELECTRONIC FORM. SUBSCRIBERS INVESTORS WILL BE REQUIRED TO HOLD THEIR WORTHY PROPERTY BONDS USA REAL ESTATE THROUGH WORTHYOUR TRANSFER AGENT’S ELECTRONIC BOND REGISTER. (k) EACH WORTHY PROPERTY BOND WILL BE REPAYABLE UPON YOUR DEMAND OR REDEEMABLE BY WORTHY. (l) WORTHY USA REAL ESTATE HAS INCURRED NET LOSSES IN THE PAST AND EXPECTS TO INCUR NET LOSSES IN THE FUTURE. (ml) IF THE SECURITY OF OUR SUBSCRIBERSINVESTORS’ CONFIDENTIAL INFORMATION STORAGE SYSTEMS IS BREACHED OR OTHERWISE SUBJECTED TO UNAUTHORIZED ACCESS, YOUR SECURE INFORMATION MAY BE STOLEN. (nm) THE WORTHY PROPERTY BONDS USA REAL ESTATE WILL NOT RESTRICT OUR ABILITY TO INCUR ADDITIONAL INDEBTEDNESS, INCLUDING INDEBTEDNESS SECURED BY OUR ASSETS. (o) UPON RECEIVING WORTHY PROPERTY BONDS UNDER THE WORTHY PROPERTY BOND REWARDS PROGRAM, YOU WILL GENERALLY REALIZE TAXABLE INCOME EQUAL TO THE FAIR MARKET VALUE OF THE WORTHY PROPERTY BONDS. WE WILL REPORT THIS AMOUNT TO THE IRS USING FORM 1099-MISC AS APPLICABLE. You and Worthy USA Real Estate agree that the Worthy Property USA Real Estate Bonds are intended to be indebtedness of Worthy USA Real Estate for U.S. federal income tax purposes. You agree that you will not take any position inconsistent with such treatment of the Worthy Property USA Real Estate Bonds for tax, accounting, or other purposes, unless required by law. You further acknowledge that the Worthy Property USA Real Estate Bonds will be subject to the original issue discount rules of the Internal Revenue Code of 1986, as amended. You acknowledge that you are prepared to bear the risk of loss of the value of your entire purchase price for any Worthy Property USA Real Estate Bonds you receive as an awardpurchase.

Appears in 1 contract

Samples: Usa Real Estate Property Bond Investor Agreement (Usa Opportunity Income Fund, Inc.)

Your Covenants and Acknowledgements. You understand and acknowledge the following: (a) The Worthy Property Bonds have not been registered under the United States Securities ActAct of 1933, or under the securities act of any other jurisdiction, nor is any such registration contemplated. The Worthy Property Bonds will be offered and awarded sold under the exemption provided by Section section 3(b)(2) of the Securities Act of 1933 and Regulation A promulgated thereunder pursuant to an offering statement on a Form 1-A including the offering circular which forms a part thereof and the supplements and post-qualification amendments thereto (collectively, the “Offering Circular”) filed with the U.S. Securities and Exchange Commission (“SEC”) ), available at: WXX.XXX.XXX on the SEC’s EXXXX filings database at hxxxx://xxx.xxx.xxx, and other exemptions of similar import in the laws of the states and other jurisdictions where the offering will be made. You have received and have had the opportunity to review the Offering Circular provided to you. Neither the SEC nor any state securities commission has passed upon the merits of or given its approval of any securities offered or the terms of the offering nor passed upon the accuracy or completeness of any Offering Circular offering circular or other selling literature. Any representation to the contrary is a criminal offense. The Worthy Property Bonds are being offered pursuant to an exemption from registration with the SEC; however, the SEC has not made an independent determination that the securities offered thereunder are exempt from registration. (b) SUBSCRIPTION INVESTMENT IN THE WORTHY PROPERTY BONDS IS HIGHLY RISKY AND YOU MAY LOSE ALL VALUE OF SUCH SUBSCRIPTIONYOUR INVESTMENT. THESE ARE SPECULATIVE SECURITIES. YOU SHOULD SUBSCRIBE IN PURCHASE THESE SECURITIES ONLY IF YOU CAN AFFORD A COMPLETE LOSS OF YOUR SUBSCRIPTIONINVESTMENT. BEFORE SUBSCRIBING IN PURCHASING A WORTHY PROPERTY BOND, YOU SHOULD REVIEW THE RISK DISCLOSURES AND OTHER TERMS OF THE SECURITIES OFFERING AVAILABLE IN THE WORTHY FORM 1-A OFFERING STATEMENT ON THE SEC’S EXXXX FILINGS DATABASE AT HXXX://XXX.XXX.XXX. (c) THE WORTHY PROPERTY BONDS DO NOT REPRESENT AN OWNERSHIP INTEREST IN ANY SPECIFIC WORTHY LOANS, THEIR PROCEEDS, OR THEIR ASSETS. YOU UNDERSTAND THAT THE WORTHY PROPERTY BONDS ARE UNSECURED GENERAL OBLIGATIONS OF WORTHY ONLY AND NOT ANY WORTHY BORROWER. (d) YOU HAVE NO RIGHT, AND SHALL NOT, MAKE ANY ATTEMPT, DIRECTLY OR THROUGH ANY THIRD-PARTY, TO COLLECT FROM BORROWERS. ALL AGREEMENTS AND OBLIGATIONS RELATING TO YOUR WORTHY PROPERTY BONDS ARE BETWEEN YOU AND WORTHY AND NOT WITH WORTHY’S ' THIRD-PARTY BORROWERS. (e) YOU UNDERSTAND THAT AS WORTHY HAS A LIMITED OPERATING HISTORY, AND IS AND, AS AN ONLINE COMPANY IN THE EARLY STAGES OF DEVELOPMENT, WE FACE INCREASED RISKS, UNCERTAINTIES, EXPENSES, AND DIFFICULTIES, WHICH COULD IMPACT YOUR SUBSCRIPTIONINVESTMENT. (f) PLEASE SEE THE WORTHY FORM 1-A OFFERING CIRCULAR AND OUR OTHER FILINGS WITH THE SEC WHICH ARE STATEMENT AVAILABLE ON ITS WEBSITE AT WXX.XXX.XXX HXXX://XXX.XXX.XXX FOR CERTAIN A COMPLETE LIST OF RISK DISCLOSURES REGARDING OF YOUR SUBSCRIPTION IN THE WORTHY PROPERTY BONDSINVESTMENT. (g) THE WORTHY PROPERTY BONDS WILL NOT BE LISTED ON ANY SECURITIES EXCHANGE, NOR DO WE HAVE PLANS TO ESTABLISH ANY KIND OF TRADING PLATFORM TO ASSIST SUBSCRIBERS INVESTORS WHO WISH TO SELL THEIR WORTHY PROPERTY BONDS. THERE IS NO PUBLIC MARKET FOR THE WORTHY PROPERTY BONDS, AND NONE IS EXPECTED TO DEVELOP. WORTHY PROPERTY BONDS MAY BE SUBJECT TO TRANSFER RESTRICTIONS. NO LIQUID MARKET FOR THE BONDS IS EXPECTED TO DEVELOP. (h) THE WORTHY PROPERTY BONDS WILL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDA. (i) WORTHY PROPERTY BONDS ARE TRANSFERRABLE FREE MAY CHARGE INVESTORS UP TO A 1% SERVICING FEE ON THE TRANSFER OF CHARGEBONDS, WHICH CHARGE WOULD ONLY BE MADE AGAINST ACCRUED INTEREST. THE SERVICING FEE IS SUBJECT TO CHANGE. (j) WE WILL ISSUE THE WORTHY PROPERTY BONDS ONLY IN ELECTRONIC FORM. SUBSCRIBERS INVESTORS WILL BE REQUIRED TO HOLD THEIR WORTHY PROPERTY BONDS THROUGH WORTHY’S 'S ELECTRONIC BOND REGISTER. (k) YOU WILL NOT RECEIVE ANY PAYMENTS WE MAY RECEIVE AFTER THE MATURITY DATE OF YOUR BOND. EACH WORTHY PROPERTY BOND WILL BE REPAYABLE UPON YOUR DEMAND OR REDEEMABLE BY WORTHYMATURE ON THE MATURITY DATE, UNLESS WORTHY EXERCISES ITS OPTION TO CALL THE BOND PRIOR TO ITS MATURITY DATE. (l) WORTHY HAS INCURRED NET LOSSES IN THE PAST AND EXPECTS TO INCUR NET LOSSES IN THE FUTURE. (m) IF THE SECURITY OF OUR SUBSCRIBERS’ INVESTORS' CONFIDENTIAL INFORMATION STORAGE SYSTEMS IS BREACHED OR OTHERWISE SUBJECTED TO UNAUTHORIZED ACCESS, YOUR SECURE INFORMATION MAY BE STOLEN. (n) THE WORTHY PROPERTY BONDS WILL NOT RESTRICT OUR ABILITY TO INCUR ADDITIONAL INDEBTEDNESS, INCLUDING INDEBTEDNESS SECURED BY OUR ASSETS. (o) UPON RECEIVING WORTHY PROPERTY BONDS UNDER THE WORTHY PROPERTY BOND REWARDS PROGRAM, YOU WILL GENERALLY REALIZE TAXABLE INCOME EQUAL TO THE FAIR MARKET VALUE OF THE WORTHY PROPERTY BONDS. WE WILL REPORT THIS AMOUNT TO THE IRS USING FORM 1099-MISC AS APPLICABLE. You and Worthy agree that the Worthy Property Bonds are intended to be indebtedness of Worthy for U.S. federal income tax purposes. You agree that you will not take any position inconsistent with such treatment of the Worthy Property Bonds for tax, accounting, or other purposes, unless required by law. You further acknowledge that the Worthy Property Bonds will be subject to the original issue discount rules of the Internal Revenue Code of 1986, as amended. You acknowledge that you are prepared to bear the risk of loss of the value of your entire purchase price for any Worthy Property Bonds you receive as an awardpurchase.

Appears in 1 contract

Samples: Worthy Bond Investor Agreement (Worthy Peer Capital, Inc.)

Your Covenants and Acknowledgements. You understand and acknowledge the following: (a) The Worthy Property Compound Bonds have not been registered under the Securities Act, or under the securities act of any other jurisdiction, nor is any such registration contemplated. The Worthy Property Compound Bonds will be offered and awarded under the exemption provided by Section 3(b)(2) of the Securities Act and Regulation A promulgated thereunder pursuant to an offering statement on Form 1-A including the offering circular which forms a part thereof and the supplements and post-qualification amendments thereto (collectively, the “Offering Circular”) filed with the U.S. Securities and Exchange Commission (“SEC”) available at: WXX.XXX.XXX and other exemptions of similar import in the laws of the states and other jurisdictions where the offering will be made. You have received and have had the opportunity to review the Offering Circular provided to you. Neither the SEC nor any state securities commission has passed upon the merits of or given its approval of any securities offered or the terms of the offering nor passed upon the accuracy or completeness of any Offering Circular or other selling literature. Any representation to the contrary is a criminal offense. The Worthy Property Compound Bonds are being offered pursuant to an exemption from registration with the SEC; however, the SEC has not made an independent determination that the securities offered thereunder are exempt from registration. (b) SUBSCRIPTION IN THE WORTHY PROPERTY COMPOUND BONDS IS HIGHLY RISKY AND YOU MAY LOSE ALL VALUE OF SUCH SUBSCRIPTION. THESE ARE SPECULATIVE SECURITIES. YOU SHOULD SUBSCRIBE IN THESE SECURITIES ONLY IF YOU CAN AFFORD A COMPLETE LOSS OF YOUR SUBSCRIPTION. BEFORE SUBSCRIBING IN A WORTHY PROPERTY COMPOUND BOND, YOU SHOULD REVIEW THE RISK DISCLOSURES AND OTHER TERMS OF THE SECURITIES OFFERING AVAILABLE IN THE WORTHY COMPOUND FORM 1-A OFFERING STATEMENT ON THE SEC’S EXXXX FILINGS DATABASE AT HXXX://XXX.XXX.XXX. (c) THE WORTHY PROPERTY COMPOUND BONDS DO NOT REPRESENT AN OWNERSHIP INTEREST IN ANY SPECIFIC WORTHY COMPOUND LOANS, THEIR PROCEEDS, OR THEIR ASSETS. YOU UNDERSTAND THAT THE WORTHY PROPERTY COMPOUND BONDS ARE UNSECURED GENERAL OBLIGATIONS OF WORTHY COMPOUND ONLY AND NOT ANY WORTHY COMPOUND BORROWER. (d) YOU HAVE NO RIGHT, AND SHALL NOT, MAKE ANY ATTEMPT, DIRECTLY OR THROUGH ANY THIRD-PARTY, TO COLLECT FROM BORROWERS. ALL AGREEMENTS AND OBLIGATIONS RELATING TO YOUR WORTHY PROPERTY COMPOUND BONDS ARE BETWEEN YOU AND WORTHY COMPOUND AND NOT WITH WORTHYCOMPOUND’S THIRD-PARTY BORROWERS. (e) YOU UNDERSTAND THAT AS WORTHY COMPOUND HAS A LIMITED OPERATING HISTORY, AND IS IN THE EARLY STAGES OF DEVELOPMENT, WE FACE INCREASED RISKS, UNCERTAINTIES, EXPENSES, AND DIFFICULTIES, WHICH COULD IMPACT COMPOUND YOUR SUBSCRIPTION. (f) PLEASE SEE THE OFFERING CIRCULAR AND OUR OTHER FILINGS WITH THE SEC WHICH ARE AVAILABLE ON ITS WEBSITE AT WXX.XXX.XXX FOR CERTAIN RISK DISCLOSURES REGARDING YOUR SUBSCRIPTION IN THE WORTHY PROPERTY COMPOUND BONDS. (g) THE WORTHY PROPERTY COMPOUND BONDS WILL NOT BE LISTED ON ANY SECURITIES EXCHANGE, NOR DO WE HAVE PLANS TO ESTABLISH ANY KIND OF TRADING PLATFORM TO ASSIST SUBSCRIBERS WHO WISH TO SELL THEIR WORTHY PROPERTY COMPOUND BONDS. THERE IS NO PUBLIC MARKET FOR THE WORTHY PROPERTY COMPOUND BONDS, AND NONE IS EXPECTED TO DEVELOP. WORTHY PROPERTY COMPOUND BONDS MAY BE SUBJECT TO TRANSFER RESTRICTIONS. (h) THE WORTHY PROPERTY COMPOUND BONDS WILL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDADELAWARE. (i) WORTHY PROPERTY COMPOUND BONDS ARE TRANSFERRABLE FREE OF CHARGE. (j) WE WILL ISSUE THE WORTHY PROPERTY COMPOUND BONDS ONLY IN ELECTRONIC FORM. SUBSCRIBERS WILL BE REQUIRED TO HOLD THEIR WORTHY PROPERTY COMPOUND BONDS THROUGH WORTHYCOMPOUND’S ELECTRONIC BOND REGISTER. (k) EACH WORTHY PROPERTY COMPOUND BOND WILL BE REPAYABLE UPON YOUR DEMAND OR REDEEMABLE BY WORTHYCOMPOUND. (l) WORTHY COMPOUND HAS INCURRED NET LOSSES IN THE PAST AND EXPECTS TO INCUR NET LOSSES IN THE FUTURE. (m) IF THE SECURITY OF OUR SUBSCRIBERS’ CONFIDENTIAL INFORMATION STORAGE SYSTEMS IS BREACHED OR OTHERWISE SUBJECTED TO UNAUTHORIZED ACCESS, YOUR SECURE INFORMATION MAY BE STOLEN. (n) THE WORTHY PROPERTY COMPOUND BONDS WILL NOT RESTRICT OUR ABILITY TO INCUR ADDITIONAL INDEBTEDNESS, INCLUDING INDEBTEDNESS SECURED BY OUR ASSETS. (o) UPON RECEIVING WORTHY PROPERTY COMPOUND BONDS UNDER THE WORTHY PROPERTY BOND COMPOUND BANC REWARDS PROGRAM, YOU WILL GENERALLY REALIZE TAXABLE INCOME EQUAL TO THE FAIR MARKET VALUE OF THE WORTHY PROPERTY COMPOUND BONDS. WE WILL REPORT THIS AMOUNT TO THE IRS USING FORM 1099-MISC AS APPLICABLE. You and Worthy Compound agree that the Worthy Property Compound Bonds are intended to be indebtedness of Worthy Compound for U.S. federal income tax purposes. You agree that you will not take any position inconsistent with such treatment of the Worthy Property Compound Bonds for tax, accounting, or other purposes, unless required by law. You further acknowledge that the Worthy Property Compound Bonds will be subject to the original issue discount rules of the Internal Revenue Code of 1986, as amended. You acknowledge that you are prepared to bear the risk of loss of the value of any Worthy Property Compound Bonds you receive as an award.

Appears in 1 contract

Samples: Compound Bond Subscription Agreement (Compound Real Estate Bonds Inc)

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Your Covenants and Acknowledgements. You understand and acknowledge the following: (a) The Worthy Property 2 Bonds have not been registered under the Securities Act, or under the securities act of any other jurisdiction, nor is any such registration contemplated. The Worthy Property 2 Bonds will be offered and awarded under the exemption provided by Section 3(b)(2) of the Securities Act and Regulation A promulgated thereunder pursuant to an offering statement on Form 1-A including the offering circular which forms a part thereof and the supplements and post-qualification amendments thereto (collectively, the “Offering Circular”) filed with the U.S. Securities and Exchange Commission (“SEC”) SEC available at: WXX.XXX.XXX and other exemptions of similar import in the laws of the states and other jurisdictions where the offering will be made. You have received and have had the opportunity to review the Offering Circular provided to you. Neither the SEC nor any state securities commission has passed upon the merits of or given its approval of any securities offered or the terms of the offering nor passed upon the accuracy or completeness of any Offering Circular or other selling literature. Any representation to the contrary is a criminal offense. The Worthy Property 2 Bonds are being offered pursuant to an exemption from registration with the SEC; however, the SEC has not made an independent determination that the securities offered thereunder are exempt from registration. (b) SUBSCRIPTION IN THE WORTHY PROPERTY 2 BONDS IS HIGHLY RISKY AND YOU MAY LOSE ALL VALUE OF SUCH SUBSCRIPTION. THESE ARE SPECULATIVE SECURITIES. YOU SHOULD SUBSCRIBE IN THESE SECURITIES ONLY IF YOU CAN AFFORD A COMPLETE LOSS OF YOUR SUBSCRIPTION. BEFORE SUBSCRIBING IN A WORTHY PROPERTY 2 BOND, YOU SHOULD REVIEW THE RISK DISCLOSURES AND OTHER TERMS OF THE SECURITIES OFFERING AVAILABLE IN THE WORTHY FORM 1-A OFFERING STATEMENT ON THE SEC’S EXXXX FILINGS DATABASE AT HXXX://XXX.XXX.XXX. (c) THE WORTHY PROPERTY 2 BONDS DO NOT REPRESENT AN OWNERSHIP INTEREST IN ANY SPECIFIC WORTHY LOANS, THEIR PROCEEDS, OR THEIR ASSETS. YOU UNDERSTAND THAT THE WORTHY PROPERTY 2 BONDS ARE UNSECURED GENERAL OBLIGATIONS OF WORTHY ONLY AND NOT ANY WORTHY BORROWER. (d) YOU HAVE NO RIGHT, AND SHALL NOT, MAKE ANY ATTEMPT, DIRECTLY OR THROUGH ANY THIRD-PARTY, TO COLLECT FROM BORROWERS. ALL AGREEMENTS AND OBLIGATIONS RELATING TO YOUR WORTHY PROPERTY 2 BONDS ARE BETWEEN YOU AND WORTHY AND NOT WITH WORTHYWXXXXX’S THIRD-PARTY BORROWERS. (e) YOU UNDERSTAND THAT AS WORTHY HAS A LIMITED OPERATING HISTORY, AND IS IN THE EARLY STAGES OF DEVELOPMENT, WE FACE INCREASED RISKS, UNCERTAINTIES, EXPENSES, AND DIFFICULTIES, WHICH COULD IMPACT YOUR SUBSCRIPTION. (f) PLEASE SEE THE OFFERING CIRCULAR AND OUR OTHER FILINGS WITH THE SEC WHICH ARE AVAILABLE ON ITS WEBSITE AT WXX.XXX.XXX FOR CERTAIN RISK DISCLOSURES REGARDING YOUR SUBSCRIPTION IN THE WORTHY PROPERTY 2 BONDS. (g) THE WORTHY PROPERTY 2 BONDS WILL NOT BE LISTED ON ANY SECURITIES EXCHANGE, NOR DO WE HAVE PLANS TO ESTABLISH ANY KIND OF TRADING PLATFORM TO ASSIST SUBSCRIBERS WHO WISH TO SELL THEIR WORTHY PROPERTY 2 BONDS. THERE IS NO PUBLIC MARKET FOR THE WORTHY PROPERTY 2 BONDS, AND NONE IS EXPECTED TO DEVELOP. WORTHY PROPERTY 2 BONDS MAY BE SUBJECT TO TRANSFER RESTRICTIONS. (h) THE WORTHY PROPERTY 2 BONDS WILL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDA. (i) WORTHY PROPERTY 2 BONDS ARE TRANSFERRABLE FREE OF CHARGE. (j) WE WILL ISSUE THE WORTHY PROPERTY 2 BONDS ONLY IN ELECTRONIC FORM. SUBSCRIBERS WILL BE REQUIRED TO HOLD THEIR WORTHY PROPERTY 2 BONDS THROUGH WORTHY’S ELECTRONIC BOND REGISTER. (k) SUBJECT TO LIQUIDITY, EACH WORTHY PROPERTY 2 BOND WILL BE REPAYABLE UPON YOUR DEMAND OR REDEEMABLE BY WORTHY. (l) WORTHY HAS INCURRED NET LOSSES IN THE PAST AND EXPECTS TO INCUR NET LOSSES IN THE FUTURE. (m) IF THE SECURITY OF OUR SUBSCRIBERS’ CONFIDENTIAL INFORMATION STORAGE SYSTEMS IS BREACHED OR OTHERWISE SUBJECTED TO UNAUTHORIZED ACCESS, YOUR SECURE INFORMATION MAY BE STOLEN. (n) THE WORTHY PROPERTY 2 BONDS WILL NOT RESTRICT OUR ABILITY TO INCUR ADDITIONAL INDEBTEDNESS, INCLUDING INDEBTEDNESS SECURED BY OUR ASSETS. (o) UPON RECEIVING WORTHY PROPERTY 2 BONDS UNDER THE WORTHY PROPERTY 2 BOND REWARDS PROGRAM, YOU WILL GENERALLY REALIZE TAXABLE INCOME EQUAL TO THE FAIR MARKET VALUE OF THE WORTHY PROPERTY 2 BONDS. WE WILL REPORT THIS AMOUNT TO THE IRS USING FORM 1099-MISC AS APPLICABLE. You and Worthy Wxxxxx agree that the Worthy Property 2 Bonds are intended to be indebtedness of Worthy for U.S. federal income tax purposes. You agree that you will not take any position inconsistent with such treatment of the Worthy Property 2 Bonds for tax, accounting, or other purposes, unless required by law. You further acknowledge that the Worthy Property 2 Bonds will be subject to the original issue discount rules of the Internal Revenue Code of 1986, as amended. You acknowledge that you are prepared to bear the risk of loss of the value of any Worthy Property 2 Bonds you receive as an award.

Appears in 1 contract

Samples: Bond Subscription Agreement (Worthy Property Bonds 2, Inc.)

Your Covenants and Acknowledgements. You understand and acknowledge the following: (a) The Worthy Property Bonds have not been registered under the Securities Act, or under the securities act of any other jurisdiction, nor is any such registration contemplated. The Worthy Property Bonds will be offered and awarded sold under the exemption provided by Section 3(b)(2) of the Securities Act and Regulation A promulgated thereunder pursuant to an offering statement on Form 1-A A, including the offering circular which forms a part thereof thereof, and the supplements and post-qualification amendments thereto (collectively, the “Offering Circular”) filed with the U.S. Securities and Exchange Commission (“SEC”) available at: WXX.XXX.XXX xxx.xxx.xxx and other exemptions of similar import in the laws of the states and other jurisdictions where the offering will be made. You have received and have had the opportunity to review the Offering Circular provided to you. Neither the SEC nor any state securities commission has passed upon the merits of or given its approval of any securities offered or the terms of the offering nor passed upon the accuracy or completeness of any Offering Circular or other selling literature. Any representation to the contrary is a criminal offense. The Worthy Property Bonds are being offered pursuant to an exemption from registration with the SEC; however, the SEC has not made an independent determination that the securities offered thereunder are exempt from registration. (b) SUBSCRIPTION INVESTMENT IN THE WORTHY PROPERTY BONDS IS HIGHLY RISKY AND YOU MAY LOSE ALL VALUE OF SUCH SUBSCRIPTIONYOUR INVESTMENT. THESE ARE SPECULATIVE SECURITIES. YOU SHOULD SUBSCRIBE IN PURCHASE THESE SECURITIES ONLY IF YOU CAN AFFORD A COMPLETE LOSS OF YOUR SUBSCRIPTIONINVESTMENT. BEFORE SUBSCRIBING IN PURCHASING A WORTHY PROPERTY BOND, YOU SHOULD REVIEW THE RISK DISCLOSURES AND OTHER TERMS OF THE SECURITIES OFFERING AVAILABLE IN THE WORTHY RVH FORM 1-A OFFERING STATEMENT ON THE SEC’S EXXXX XXXXX FILINGS DATABASE AT HXXX://XXX.XXX.XXXXXXX://XXX.XXX.XXX. (c) THE WORTHY PROPERTY BONDS DO NOT REPRESENT AN OWNERSHIP INTEREST IN ANY SPECIFIC WORTHY LOANS, ASSETS OR THEIR PROCEEDS, OR THEIR ASSETS. YOU UNDERSTAND THAT THE WORTHY PROPERTY BONDS ARE UNSECURED GENERAL OBLIGATIONS OF WORTHY ONLY AND NOT ANY WORTHY BORROWERRVH. (d) YOU HAVE NO RIGHT, AND SHALL NOT, MAKE ANY ATTEMPT, DIRECTLY OR THROUGH ANY THIRD-PARTY, TO COLLECT FROM BORROWERS. ALL AGREEMENTS AND OBLIGATIONS RELATING TO YOUR WORTHY PROPERTY BONDS ARE BETWEEN YOU AND WORTHY AND NOT WITH WORTHY’S THIRD-PARTY BORROWERS. (e) YOU UNDERSTAND THAT AS WORTHY RVH HAS A LIMITED OPERATING HISTORY, AND IS IN THE EARLY STAGES OF DEVELOPMENT, WE FACE INCREASED RISKS, UNCERTAINTIES, EXPENSES, AND DIFFICULTIES, WHICH COULD IMPACT NEGATIVELY AFFECT YOUR SUBSCRIPTIONINVESTMENT. (fe) PLEASE SEE THE OFFERING CIRCULAR AND OUR OTHER FILINGS WITH THE SEC WHICH ARE AVAILABLE ON ITS WEBSITE AT WXX.XXX.XXX XXX.XXX.XXX FOR CERTAIN RISK DISCLOSURES REGARDING YOUR SUBSCRIPTION INVESTMENT IN THE WORTHY PROPERTY BONDS. (gf) THE WORTHY PROPERTY BONDS WILL NOT BE LISTED ON ANY SECURITIES EXCHANGE, NOR DO WE HAVE PLANS TO ESTABLISH ANY KIND OF TRADING PLATFORM TO ASSIST SUBSCRIBERS INVESTORS WHO WISH TO SELL THEIR WORTHY PROPERTY BONDS. THERE IS NO PUBLIC MARKET FOR THE WORTHY PROPERTY BONDS, AND NONE IS EXPECTED TO DEVELOP. WORTHY PROPERTY BONDS MAY BE SUBJECT TO TRANSFER RESTRICTIONS. (g) THIS AGREEMENT IS NOT BINDING ON US UNTIL WE HAVE ACCEPTED THE AGREEMENT VIA SIGNATURE BY AN AUTHORIZED INDIVIDUAL. (h) THE WORTHY PROPERTY BONDS WILL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDADELAWARE. (i) WORTHY PROPERTY BONDS ARE TRANSFERRABLE FREE OF CHARGENOT ASSIGNABLE OR TRANSFERABLE WITHOUT OUR CONSENT. (j) WE WILL ISSUE THE WORTHY PROPERTY BONDS ONLY IN ELECTRONIC FORM. SUBSCRIBERS INVESTORS WILL BE REQUIRED TO HOLD THEIR WORTHY PROPERTY BONDS THROUGH WORTHYRVH’S ELECTRONIC BOND REGISTER. (k) EACH WORTHY PROPERTY BOND WILL BE REPAYABLE UPON YOUR DEMAND DEMAND, SUBJECT TO YOUR SELECTED LOCK UP PERIOD, OR REDEEMABLE BY WORTHYRVH. (l) WORTHY HAS INCURRED NET LOSSES IN THE PAST AND EXPECTS TO INCUR NET LOSSES IN THE FUTURE. (m) IF THE SECURITY OF OUR SUBSCRIBERSINVESTORS’ CONFIDENTIAL INFORMATION STORAGE SYSTEMS IS BREACHED OR OTHERWISE SUBJECTED TO UNAUTHORIZED ACCESS, YOUR SECURE INFORMATION MAY BE STOLEN. (nm) THE WORTHY PROPERTY BONDS WILL NOT RESTRICT OUR ABILITY TO INCUR ADDITIONAL INDEBTEDNESS, INCLUDING INDEBTEDNESS SECURED BY OUR ASSETS. (o) UPON RECEIVING WORTHY PROPERTY BONDS UNDER THE WORTHY PROPERTY BOND REWARDS PROGRAM, YOU WILL GENERALLY REALIZE TAXABLE INCOME EQUAL TO THE FAIR MARKET VALUE OF THE WORTHY PROPERTY BONDS. WE WILL REPORT THIS AMOUNT TO THE IRS USING FORM 1099-MISC AS APPLICABLE. You and Worthy RVH agree that the Worthy Property Bonds are intended to be indebtedness of Worthy RVH for U.S. federal income tax purposes. You agree that you will not take any position inconsistent with such treatment of the Worthy Property Bonds for tax, accounting, or other purposes, unless required by law. You further acknowledge that the Worthy Property Bonds will be subject to the original issue discount rules of the Internal Revenue Code of 1986, as amended. You acknowledge that you are prepared to bear the risk of loss of the value of your entire purchase price for any Worthy Property Bonds you receive as an awardpurchase.

Appears in 1 contract

Samples: Investor Bond Agreement (Robert Ventures Holdings LLC)

Your Covenants and Acknowledgements. You understand and acknowledge the following: (a) a. The Worthy Property Bonds have not been registered under the United States Securities ActAct of 1933, or under the securities act of any other jurisdiction, nor is any such registration contemplated. The Worthy Property Bonds will be offered and awarded sold under the exemption provided by Section section 3(b)(2) of the Securities Act of 1933 and Regulation A promulgated thereunder pursuant to an offering statement on a Form 1-A including the offering circular which forms a part thereof and the supplements and post-qualification amendments thereto (collectively, the “Offering Circular”) filed with the U.S. Securities and Exchange Commission (“SEC”) ), available at: WXX.XXX.XXX on the SEC’s XXXXX filings database at xxxxx://xxx.xxx.xxx, and other exemptions of similar import in the laws of the states and other jurisdictions where the offering will be made. You have received and have had the opportunity to review the Offering Circular provided to you. Neither the SEC nor any state securities commission has passed upon the merits of or given its approval of any securities offered or the terms of the offering nor passed upon the accuracy or completeness of any Offering Circular offering circular or other selling literature. Any representation to the contrary is a criminal offense. The Worthy Property Bonds are being offered pursuant to an exemption from registration with the SEC; however, the SEC has not made an independent determination that the securities offered thereunder are exempt from registration. (b) SUBSCRIPTION b. INVESTMENT IN THE WORTHY PROPERTY BONDS IS HIGHLY RISKY AND YOU MAY LOSE ALL VALUE OF SUCH SUBSCRIPTIONYOUR INVESTMENT. THESE ARE SPECULATIVE SECURITIES. YOU SHOULD SUBSCRIBE IN PURCHASE THESE SECURITIES ONLY IF YOU CAN AFFORD A COMPLETE LOSS OF YOUR SUBSCRIPTIONINVESTMENT. BEFORE SUBSCRIBING IN PURCHASING A WORTHY PROPERTY BOND, YOU SHOULD REVIEW THE RISK DISCLOSURES AND OTHER TERMS OF THE SECURITIES OFFERING AVAILABLE IN THE WORTHY BEQUEST FORM 1-A OFFERING STATEMENT ON THE SEC’S EXXXX XXXXX FILINGS DATABASE AT HXXX://XXX.XXX.XXXXXXX://XXX.XXX.XXX. (c) c. THE WORTHY PROPERTY BONDS DO NOT REPRESENT AN OWNERSHIP INTEREST IN ANY SPECIFIC WORTHY LOANSBEQUEST ASSET, THEIR PROCEEDS, OR THEIR ASSETS. YOU UNDERSTAND THAT THE WORTHY PROPERTY BONDS ARE UNSECURED GENERAL OBLIGATIONS OF WORTHY ONLY AND NOT ANY WORTHY BORROWERBEQUEST ONLY. (d) d. YOU HAVE NO RIGHT, AND SHALL NOT, MAKE ANY ATTEMPT, DIRECTLY OR THROUGH ANY THIRD-PARTY, TO COLLECT FROM BORROWERSANY BEQUEST ASSET. ALL AGREEMENTS AND OBLIGATIONS RELATING TO YOUR WORTHY PROPERTY BONDS ARE BETWEEN YOU AND WORTHY AND NOT WITH WORTHY’S THIRD-PARTY BORROWERSBEQUEST. (e) e. YOU UNDERSTAND THAT AS WORTHY BEQUEST HAS A LIMITED OPERATING HISTORY, AND IS AND, AS AN ONLINE COMPANY IN THE EARLY STAGES OF DEVELOPMENT, WE FACE INCREASED RISKS, UNCERTAINTIES, EXPENSES, AND DIFFICULTIES, WHICH COULD IMPACT YOUR SUBSCRIPTIONINVESTMENT. (f) f. PLEASE SEE THE BEQUEST FORM 1-A OFFERING CIRCULAR AND OUR OTHER FILINGS WITH THE SEC WHICH ARE STATEMENT AVAILABLE ON ITS WEBSITE AT WXX.XXX.XXX XXXX://XXX.XXX.XXX FOR CERTAIN A COMPLETE LIST OF RISK DISCLOSURES REGARDING OF YOUR SUBSCRIPTION IN THE WORTHY PROPERTY BONDSINVESTMENT. (g) g. THE WORTHY PROPERTY BONDS WILL NOT BE LISTED ON ANY SECURITIES EXCHANGE, NOR DO WE HAVE PLANS TO ESTABLISH ANY KIND OF TRADING PLATFORM TO ASSIST SUBSCRIBERS INVESTORS WHO WISH TO SELL THEIR WORTHY PROPERTY BONDS. THERE IS NO PUBLIC MARKET FOR THE WORTHY PROPERTY BONDS, AND NONE IS EXPECTED TO DEVELOP. WORTHY PROPERTY BONDS MAY BE SUBJECT TO TRANSFER RESTRICTIONS. NO LIQUID MARKET FOR THE BONDS IS EXPECTED TO DEVELOP. (h) h. THE WORTHY PROPERTY BONDS WILL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDA. (i) WORTHY PROPERTY BONDS ARE TRANSFERRABLE FREE OF CHARGE. (j) i. WE WILL ISSUE THE WORTHY PROPERTY BONDS ONLY IN ELECTRONIC FORM. SUBSCRIBERS INVESTORS WILL BE REQUIRED TO HOLD THEIR WORTHY PROPERTY BONDS THROUGH WORTHYBEQUEST’S ELECTRONIC BOND REGISTER. (k) j. YOU WILL NOT RECEIVE ANY PAYMENTS WE MAY RECEIVE AFTER THE MATURITY DATE OF YOUR BOND. EACH WORTHY PROPERTY BOND WILL BE REPAYABLE UPON YOUR DEMAND OR REDEEMABLE BY WORTHYMATURE ON THE MATURITY DATE, UNLESS BEQUEST EXERCISES ITS OPTION TO CALL THE BOND PRIOR TO ITS MATURITY DATE. (l) WORTHY HAS INCURRED NET LOSSES IN THE PAST AND EXPECTS TO INCUR NET LOSSES IN THE FUTURE. (m) k. IF THE SECURITY OF OUR SUBSCRIBERSINVESTORS’ CONFIDENTIAL INFORMATION STORAGE SYSTEMS IS BREACHED OR OTHERWISE SUBJECTED TO UNAUTHORIZED ACCESS, YOUR SECURE INFORMATION MAY BE STOLEN. (n) l. THE WORTHY PROPERTY BONDS WILL NOT RESTRICT OUR ABILITY TO INCUR ADDITIONAL INDEBTEDNESS, INCLUDING INDEBTEDNESS SECURED BY OUR ASSETS. (o) UPON RECEIVING WORTHY PROPERTY BONDS UNDER THE WORTHY PROPERTY BOND REWARDS PROGRAM, YOU WILL GENERALLY REALIZE TAXABLE INCOME EQUAL TO THE FAIR MARKET VALUE OF THE WORTHY PROPERTY BONDS. WE WILL REPORT THIS AMOUNT TO THE IRS USING FORM 1099-MISC AS APPLICABLE. You and Worthy Bequest agree that the Worthy Property Bonds are intended to be indebtedness of Worthy Bequest for U.S. federal income tax purposes. You agree that you will not take any position inconsistent with such treatment of the Worthy Property Bonds for tax, accounting, or other purposes, unless required by law. You further acknowledge that the Worthy Property Bonds will be subject to the original issue discount rules of the Internal Revenue Code of 1986, as amended. You acknowledge that you are prepared to bear the risk of loss of the value of your entire purchase price for any Worthy Property Bonds you receive as an awardpurchase.

Appears in 1 contract

Samples: Bond Investor Agreement (Bequest Bonds I Inc)

Your Covenants and Acknowledgements. You understand and acknowledge the following: (a) The Worthy Property Compound Bonds have not been registered under the Securities Act, or under the securities act of any other jurisdiction, nor is any such registration contemplated. The Worthy Property Compound Bonds will be offered and awarded sold under the exemption provided by Section 3(b)(2) of the Securities Act and Regulation A promulgated thereunder pursuant to an offering statement on Form 1-A A, including the offering circular which forms a part thereof thereof, and the supplements and post-qualification amendments thereto (collectively, the “Offering Circular”) filed with the U.S. Securities and Exchange Commission (“SEC”) available at: WXX.XXX.XXX wxx.xxx.xxx and other exemptions of similar import in the laws of the states and other jurisdictions where the offering will be made. You have received and have had the opportunity to review the Offering Circular provided to you. Neither the SEC nor any state securities commission has passed upon the merits of or given its approval of any securities offered or the terms of the offering nor passed upon the accuracy or completeness of any Offering Circular or other selling literature. Any representation to the contrary is a criminal offense. The Worthy Property Compound Bonds are being offered pursuant to an exemption from registration with the SEC; however, the SEC has not made an independent determination that the securities offered thereunder are exempt from registration. (b) SUBSCRIPTION INVESTMENT IN THE WORTHY PROPERTY COMPOUND BONDS IS HIGHLY RISKY AND YOU MAY LOSE ALL VALUE OF SUCH SUBSCRIPTIONYOUR INVESTMENT. THESE ARE SPECULATIVE SECURITIES. YOU SHOULD SUBSCRIBE IN PURCHASE THESE SECURITIES ONLY IF YOU CAN AFFORD A COMPLETE LOSS OF YOUR SUBSCRIPTIONINVESTMENT. BEFORE SUBSCRIBING IN A WORTHY PROPERTY PURCHASING AN COMPOUND BOND, YOU SHOULD REVIEW THE RISK DISCLOSURES AND OTHER TERMS OF THE SECURITIES OFFERING AVAILABLE IN THE WORTHY COMPOUND FORM 1-A OFFERING STATEMENT ON THE SEC’S EXXXX FILINGS DATABASE AT HXXX://XXX.XXX.XXX. (c) THE WORTHY PROPERTY COMPOUND BONDS DO NOT REPRESENT AN OWNERSHIP INTEREST IN ANY SPECIFIC WORTHY COMPOUND LOANS, THEIR PROCEEDS, OR THEIR ASSETS. YOU UNDERSTAND THAT THE WORTHY PROPERTY COMPOUND BONDS ARE UNSECURED GENERAL OBLIGATIONS OF WORTHY COMPOUND ONLY AND NOT ANY WORTHY COMPOUND BORROWER. (d) YOU HAVE NO RIGHT, AND SHALL NOT, MAKE ANY ATTEMPT, DIRECTLY OR THROUGH ANY THIRD-PARTY, TO COLLECT FROM BORROWERS. ALL AGREEMENTS AND OBLIGATIONS RELATING TO YOUR WORTHY PROPERTY COMPOUND BONDS ARE BETWEEN YOU AND WORTHY COMPOUND AND NOT WITH WORTHYCOMPOUND’S THIRD-PARTY BORROWERS. (e) YOU UNDERSTAND THAT AS WORTHY COMPOUND HAS A LIMITED OPERATING HISTORY, AND IS IN THE EARLY STAGES OF DEVELOPMENT, WE FACE INCREASED RISKS, UNCERTAINTIES, EXPENSES, AND DIFFICULTIES, WHICH COULD IMPACT COMPOUND YOUR SUBSCRIPTIONINVESTMENT. (f) PLEASE SEE THE OFFERING CIRCULAR AND OUR OTHER FILINGS WITH THE SEC WHICH ARE AVAILABLE ON ITS WEBSITE AT WXX.XXX.XXX FOR CERTAIN RISK DISCLOSURES REGARDING YOUR SUBSCRIPTION INVESTMENT IN THE WORTHY PROPERTY COMPOUND BONDS. (g) THE WORTHY PROPERTY COMPOUND BONDS WILL NOT BE LISTED ON ANY SECURITIES EXCHANGE, NOR DO WE HAVE PLANS TO ESTABLISH ANY KIND OF TRADING PLATFORM TO ASSIST SUBSCRIBERS INVESTORS WHO WISH TO SELL THEIR WORTHY PROPERTY COMPOUND BONDS. THERE IS NO PUBLIC MARKET FOR THE WORTHY PROPERTY COMPOUND BONDS, AND NONE IS EXPECTED TO DEVELOP. WORTHY PROPERTY COMPOUND BONDS MAY BE SUBJECT TO TRANSFER RESTRICTIONS. (h) THE WORTHY PROPERTY COMPOUND BONDS WILL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDADELAWARE. (i) WORTHY PROPERTY COMPOUND BONDS ARE TRANSFERRABLE FREE OF CHARGE. (j) WE WILL ISSUE THE WORTHY PROPERTY COMPOUND BONDS ONLY IN ELECTRONIC FORM. SUBSCRIBERS INVESTORS WILL BE REQUIRED TO HOLD THEIR WORTHY PROPERTY COMPOUND BONDS THROUGH WORTHYCOMPOUND’S ELECTRONIC BOND REGISTER. (k) EACH WORTHY PROPERTY COMPOUND BOND WILL BE REPAYABLE UPON YOUR DEMAND OR REDEEMABLE BY WORTHYCOMPOUND. (l) WORTHY COMPOUND HAS INCURRED NET LOSSES IN THE PAST AND EXPECTS TO INCUR NET LOSSES IN THE FUTURE. (m) IF THE SECURITY OF OUR SUBSCRIBERSINVESTORS’ CONFIDENTIAL INFORMATION STORAGE SYSTEMS IS BREACHED OR OTHERWISE SUBJECTED TO UNAUTHORIZED ACCESS, YOUR SECURE INFORMATION MAY BE STOLEN. (n) THE WORTHY PROPERTY COMPOUND BONDS WILL NOT RESTRICT OUR ABILITY TO INCUR ADDITIONAL INDEBTEDNESS, INCLUDING INDEBTEDNESS SECURED BY OUR ASSETS. (o) UPON RECEIVING WORTHY PROPERTY BONDS UNDER THE WORTHY PROPERTY BOND REWARDS PROGRAM, YOU WILL GENERALLY REALIZE TAXABLE INCOME EQUAL TO THE FAIR MARKET VALUE OF THE WORTHY PROPERTY BONDS. WE WILL REPORT THIS AMOUNT TO THE IRS USING FORM 1099-MISC AS APPLICABLE. You and Worthy Compound agree that the Worthy Property Compound Bonds are intended to be indebtedness of Worthy Compound for U.S. federal income tax purposes. You agree that you will not take any position inconsistent with such treatment of the Worthy Property Compound Bonds for tax, accounting, or other purposes, unless required by law. You further acknowledge that the Worthy Property Compound Bonds will be subject to the original issue discount rules of the Internal Revenue Code of 1986, as amended. You acknowledge that you are prepared to bear the risk of loss of the value of your entire purchase price for any Worthy Property Compound Bonds you receive as an awardpurchase.

Appears in 1 contract

Samples: Compound Bonds Investor Agreement (Compound Real Estate Bonds Inc)

Your Covenants and Acknowledgements. You understand and acknowledge the following: (a) The Worthy Property 2 Bonds have not been registered under the Securities Act, or under the securities act of any other jurisdiction, nor is any such registration contemplated. The Worthy Property 2 Bonds will be offered and awarded sold under the exemption provided by Section 3(b)(2) of the Securities Act and Regulation A promulgated thereunder pursuant to an offering statement on Form 1-A including the offering circular which forms a part thereof and the supplements and post-qualification amendments thereto (collectively, the “Offering Circular”) filed with the U.S. Securities and Exchange Commission (“SEC”) available at: WXX.XXX.XXX and other exemptions of similar import in the laws of the states and other jurisdictions where the offering will be made. You have received and have had the opportunity to review the Offering Circular provided to you. Neither the SEC nor any state securities commission has passed upon the merits of or given its approval of any securities offered or the terms of the offering nor passed upon the accuracy or completeness of any Offering Circular or other selling literature. Any representation to the contrary is a criminal offense. The Worthy Property 2 Bonds are being offered pursuant to an exemption from registration with the SEC; however, the SEC has not made an independent determination that the securities offered thereunder are exempt from registration. (b) SUBSCRIPTION INVESTMENT IN THE WORTHY PROPERTY BONDS IS HIGHLY RISKY AND YOU MAY LOSE ALL VALUE OF SUCH SUBSCRIPTIONYOUR INVESTMENT. THESE ARE SPECULATIVE SECURITIES. YOU SHOULD SUBSCRIBE IN PURCHASE THESE SECURITIES ONLY IF YOU CAN AFFORD A COMPLETE LOSS OF YOUR SUBSCRIPTIONINVESTMENT. BEFORE SUBSCRIBING IN PURCHASING A WORTHY PROPERTY 2 BOND, YOU SHOULD REVIEW THE RISK DISCLOSURES AND OTHER TERMS OF THE SECURITIES OFFERING AVAILABLE IN THE WORTHY FORM 1-A OFFERING STATEMENT ON THE SEC’S EXXXX FILINGS DATABASE AT HXXX://XXX.XXX.XXX. (c) THE WORTHY PROPERTY 2 BONDS DO NOT REPRESENT AN OWNERSHIP INTEREST IN ANY SPECIFIC WORTHY LOANS, THEIR PROCEEDS, OR THEIR ASSETS. YOU UNDERSTAND THAT THE WORTHY PROPERTY 2 BONDS ARE UNSECURED GENERAL OBLIGATIONS OF WORTHY ONLY AND NOT ANY WORTHY BORROWER. (d) YOU HAVE NO RIGHT, AND SHALL NOT, MAKE ANY ATTEMPT, DIRECTLY OR THROUGH ANY THIRD-PARTY, TO COLLECT FROM BORROWERS. ALL AGREEMENTS AND OBLIGATIONS RELATING TO YOUR WORTHY PROPERTY 2 BONDS ARE BETWEEN YOU AND WORTHY AND NOT WITH WORTHYWXXXXX’S THIRD-PARTY BORROWERS. (e) YOU UNDERSTAND THAT AS WORTHY HAS A LIMITED OPERATING HISTORY, AND IS IN THE EARLY STAGES OF DEVELOPMENT, WE FACE INCREASED RISKS, UNCERTAINTIES, EXPENSES, AND DIFFICULTIES, WHICH COULD IMPACT YOUR SUBSCRIPTIONINVESTMENT. (f) PLEASE SEE THE OFFERING CIRCULAR AND OUR OTHER FILINGS WITH THE SEC WHICH ARE AVAILABLE ON ITS WEBSITE AT WXX.XXX.XXX FOR CERTAIN RISK DISCLOSURES REGARDING YOUR SUBSCRIPTION INVESTMENT IN THE WORTHY PROPERTY 2 BONDS. (g) THE WORTHY PROPERTY 2 BONDS WILL NOT BE LISTED ON ANY SECURITIES EXCHANGE, NOR DO WE HAVE PLANS TO ESTABLISH ANY KIND OF TRADING PLATFORM TO ASSIST SUBSCRIBERS INVESTORS WHO WISH TO SELL THEIR WORTHY PROPERTY 2 BONDS. THERE IS NO PUBLIC MARKET FOR THE WORTHY PROPERTY 2 BONDS, AND NONE IS EXPECTED TO DEVELOP. WORTHY PROPERTY 2 BONDS MAY BE SUBJECT TO TRANSFER RESTRICTIONS. (h) THE WORTHY PROPERTY BONDS B2 ONDS WILL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDA. (i) WORTHY PROPERTY 2 BONDS ARE TRANSFERRABLE FREE OF CHARGE. (j) WE WILL ISSUE THE WORTHY PROPERTY 2 BONDS ONLY IN ELECTRONIC FORM. SUBSCRIBERS INVESTORS WILL BE REQUIRED TO HOLD THEIR WORTHY PROPERTY BONDS B2 ONDS THROUGH WORTHY’S ELECTRONIC BOND REGISTER. (k) SUBJECT TO LIQUIDITY, EACH WORTHY PROPERTY 2 BOND WILL BE REPAYABLE UPON YOUR DEMAND OR REDEEMABLE BY WORTHY. (l) WORTHY HAS INCURRED NET LOSSES IN THE PAST AND EXPECTS TO INCUR NET LOSSES IN THE FUTURE. (m) IF THE SECURITY OF OUR SUBSCRIBERSINVESTORS’ CONFIDENTIAL INFORMATION STORAGE SYSTEMS IS BREACHED OR OTHERWISE SUBJECTED TO UNAUTHORIZED ACCESS, YOUR SECURE INFORMATION MAY BE STOLEN. (n) THE WORTHY PROPERTY 2 BONDS WILL NOT RESTRICT OUR ABILITY TO INCUR ADDITIONAL INDEBTEDNESS, INCLUDING INDEBTEDNESS SECURED BY OUR ASSETS. (o) UPON RECEIVING WORTHY PROPERTY BONDS UNDER THE WORTHY PROPERTY BOND REWARDS PROGRAM, YOU WILL GENERALLY REALIZE TAXABLE INCOME EQUAL TO THE FAIR MARKET VALUE OF THE WORTHY PROPERTY BONDS. WE WILL REPORT THIS AMOUNT TO THE IRS USING FORM 1099-MISC AS APPLICABLE. You and Worthy Wxxxxx agree that the Worthy Property 2 Bonds are intended to be indebtedness of Worthy for U.S. federal income tax purposes. You agree that you will not take any position inconsistent with such treatment of the Worthy Property 2 Bonds for tax, accounting, or other purposes, unless required by law. You further acknowledge that the Worthy Property 2 Bonds will be subject to the original issue discount rules of the Internal Revenue Code of 1986, as amended. You acknowledge that you are prepared to bear the risk of loss of the value of your entire purchase price for any Worthy Property 2 Bonds you receive as an awardpurchase.

Appears in 1 contract

Samples: Worthy Property Bond 2 Investor Agreement (Worthy Property Bonds 2, Inc.)

Your Covenants and Acknowledgements. You understand and acknowledge the following: (a) The Worthy Property Bonds have not been registered under the Securities Act, or under the securities act of any other jurisdiction, nor is any such registration contemplated. The Worthy Property Bonds will be offered and awarded sold under the exemption provided by Section 3(b)(2) of the Securities Act and Regulation A promulgated thereunder pursuant to an offering statement on Form 1-A including the offering circular which forms a part thereof and the supplements and post-qualification amendments thereto (collectively, the “Offering Circular”) filed with the U.S. Securities and Exchange Commission (“SEC”) available at: WXX.XXX.XXX and other exemptions of similar import in the laws of the states and other jurisdictions where the offering will be made. You have received and have had the opportunity to review reviewed the Offering Circular provided to youand other SEC filings. Neither the SEC nor any state securities commission has passed upon the merits of or given its approval of any securities offered or the terms of the offering nor passed upon the accuracy or completeness of any Offering Circular or other selling literature. Any representation to the contrary is a criminal offense. The Worthy Property Bonds are being offered pursuant to an exemption from registration with the SEC; however, the SEC has not made an independent determination that the securities offered thereunder are exempt from registration. (b) SUBSCRIPTION INVESTMENT IN THE WORTHY PROPERTY BONDS IS HIGHLY RISKY AND YOU MAY LOSE ALL VALUE OF SUCH SUBSCRIPTIONYOUR INVESTMENT. THESE ARE SPECULATIVE SECURITIES. YOU SHOULD SUBSCRIBE IN PURCHASE THESE SECURITIES ONLY IF YOU CAN AFFORD A COMPLETE LOSS OF YOUR SUBSCRIPTIONINVESTMENT. BEFORE SUBSCRIBING IN PURCHASING A WORTHY PROPERTY BOND, YOU SHOULD REVIEW THE RISK DISCLOSURES AND OTHER TERMS OF THE SECURITIES OFFERING AVAILABLE IN THE WORTHY FORM 1-A OFFERING STATEMENT ON THE SEC’S EXXXX FILINGS DATABASE AT HXXX://XXX.XXX.XXX. (c) THE WORTHY PROPERTY BONDS DO NOT REPRESENT AN OWNERSHIP INTEREST IN ANY SPECIFIC WORTHY LOANS, THEIR PROCEEDS, OR THEIR ASSETS. YOU UNDERSTAND THAT THE WORTHY PROPERTY BONDS ARE UNSECURED GENERAL OBLIGATIONS OF WORTHY ONLY AND NOT ANY WORTHY BORROWER. (d) YOU HAVE NO RIGHT, AND SHALL NOT, MAKE ANY ATTEMPT, DIRECTLY OR THROUGH ANY THIRD-PARTY, TO COLLECT FROM BORROWERS. ALL AGREEMENTS AND OBLIGATIONS RELATING TO YOUR WORTHY PROPERTY BONDS ARE BETWEEN YOU AND WORTHY AND NOT WITH WORTHY’S THIRD-PARTY BORROWERS. (e) YOU UNDERSTAND THAT AS WORTHY HAS A LIMITED OPERATING HISTORY, AND IS IN THE EARLY STAGES OF DEVELOPMENT, WE FACE INCREASED RISKS, UNCERTAINTIES, EXPENSES, AND DIFFICULTIES, WHICH COULD IMPACT YOUR SUBSCRIPTIONINVESTMENT. (f) PLEASE SEE THE OFFERING CIRCULAR AND OUR OTHER FILINGS WITH THE SEC WHICH ARE AVAILABLE ON ITS WEBSITE AT WXX.XXX.XXX FOR CERTAIN RISK DISCLOSURES REGARDING YOUR SUBSCRIPTION INVESTMENT IN THE WORTHY PROPERTY BONDS. (g) THE WORTHY PROPERTY BONDS WILL NOT BE LISTED ON ANY SECURITIES EXCHANGE, NOR DO WE HAVE PLANS TO ESTABLISH ANY KIND OF TRADING PLATFORM TO ASSIST SUBSCRIBERS INVESTORS WHO WISH TO SELL THEIR WORTHY PROPERTY BONDS. THERE IS NO PUBLIC MARKET FOR THE WORTHY PROPERTY BONDS, AND NONE IS EXPECTED TO DEVELOP. WORTHY PROPERTY BONDS MAY BE SUBJECT TO TRANSFER RESTRICTIONS. (h) THE WORTHY PROPERTY BONDS WILL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDADELAWARE. (i) WORTHY PROPERTY BONDS ARE TRANSFERRABLE FREE RESERVES THE RIGHT TO CHARGE INVESTORS UP TO A 1% SERVICING FEE ON THE TRANSFER OF CHARGEWORTHY BONDS, WHICH CHARGE WOULD ONLY BE MADE AGAINST ACCRUED INTEREST. THE SERVICING FEE IS SUBJECT TO CHANGE. (j) WE WILL ISSUE THE WORTHY PROPERTY BONDS ONLY IN ELECTRONIC FORM. SUBSCRIBERS INVESTORS WILL BE REQUIRED TO HOLD THEIR WORTHY PROPERTY BONDS THROUGH WORTHY’S ELECTRONIC BOND REGISTER. (k) EACH WORTHY PROPERTY BOND WILL BE REPAYABLE UPON MATURE ON THE MATURITY DATE, UNLESS WORTHY EXERCISES ITS OPTION TO PREPAY THE BOND PRIOR TO ITS MATURITY DATE, YOU EXERCISE YOUR DEMAND RIGHT TO CAUSE WORTHY TO REPURCHASE THE WORTHY BOND OR REDEEMABLE BY WORTHYYOU EXERCISE YOUR OPTION TO EXTEND THE MATURITY DATE. YOUR ABILITY TO CAUSE WORTHY TO REPURCHASE THE BOND IS LIMITED. (l) WORTHY HAS INCURRED NET LOSSES IN THE PAST AND EXPECTS TO INCUR NET LOSSES IN THE FUTURE. (m) IF THE SECURITY OF OUR SUBSCRIBERSINVESTORS’ CONFIDENTIAL INFORMATION STORAGE SYSTEMS IS BREACHED OR OTHERWISE SUBJECTED TO UNAUTHORIZED ACCESS, YOUR SECURE INFORMATION MAY BE STOLEN. (n) THE WORTHY PROPERTY BONDS WILL NOT RESTRICT OUR ABILITY TO INCUR ADDITIONAL INDEBTEDNESS, INCLUDING INDEBTEDNESS SECURED BY OUR ASSETS. (o) UPON RECEIVING WORTHY PROPERTY BONDS UNDER THE WORTHY PROPERTY BOND REWARDS PROGRAM, YOU WILL GENERALLY REALIZE TAXABLE INCOME EQUAL TO THE FAIR MARKET VALUE OF THE WORTHY PROPERTY BONDS. WE WILL REPORT THIS AMOUNT TO THE IRS USING FORM 1099-MISC AS APPLICABLE. You and Worthy agree that the Worthy Property Bonds are intended to be indebtedness of Worthy for U.S. federal income tax purposes. You agree that you will not take any position inconsistent with such treatment of the Worthy Property Bonds for tax, accounting, or other purposes, unless required by law. You further acknowledge that the Worthy Property Bonds will be subject to the original issue discount rules of the Internal Revenue Code of 1986, as amended. You acknowledge that you are prepared to bear the risk of loss of the value of your entire purchase price for any Worthy Property Bonds you receive as an awardpurchase.

Appears in 1 contract

Samples: Worthy Bond Investor Agreement (Worthy Peer Capital II, Inc.)

Your Covenants and Acknowledgements. You understand and acknowledge the following: (a) The Worthy Property Bonds Reward Interests have not been registered under the Securities Act, or under the securities act of any other jurisdiction, nor is any such registration contemplated. The Worthy Property Bonds Reward Interests will be offered and awarded under the exemption provided by Section 3(b)(2) of the Securities Act and Regulation A promulgated thereunder pursuant to an offering statement on Form 1-A including the offering circular which forms a part thereof and the supplements and post-qualification amendments thereto (collectively, the “Offering Circular”) filed with the U.S. Securities and Exchange Commission (“SEC”) SEC available at: WXX.XXX.XXX XXX.XXX.XXX and other exemptions of similar import in the laws of the states and other jurisdictions where the offering will be made. You have received and have had the opportunity to review the Offering Circular provided to you. Neither the SEC nor any state securities commission has passed upon the merits of or given its approval of any securities offered or the terms of the offering nor passed upon the accuracy or completeness of any Offering Circular or other selling literature. Any representation to the contrary is a criminal offense. The Worthy Property Bonds Reward Interests are being offered pursuant to an exemption from registration with the SEC; however, the SEC has not made an independent determination that the securities offered thereunder are exempt from registration. (b) SUBSCRIPTION IN THE WORTHY PROPERTY BONDS REWARD INTERESTS IS HIGHLY RISKY AND YOU MAY LOSE ALL VALUE OF SUCH SUBSCRIPTION. THESE ARE SPECULATIVE SECURITIES. YOU SHOULD SUBSCRIBE IN THESE SECURITIES ONLY IF YOU CAN AFFORD A COMPLETE LOSS OF YOUR SUBSCRIPTION. BEFORE SUBSCRIBING IN A WORTHY PROPERTY BONDREWARD INTEREST, YOU SHOULD REVIEW THE RISK DISCLOSURES AND OTHER TERMS OF THE SECURITIES OFFERING AVAILABLE IN THE WORTHY NEPTUNE FORM 1-A OFFERING STATEMENT ON THE SEC’S EXXXX XXXXX FILINGS DATABASE AT HXXX://XXX.XXX.XXXXXXX://XXX.XXX.XXX. (c) THE WORTHY PROPERTY BONDS DO NOT REPRESENT AN OWNERSHIP INTEREST IN ANY SPECIFIC WORTHY LOANS, THEIR PROCEEDS, OR THEIR ASSETS. YOU UNDERSTAND THAT THE WORTHY PROPERTY BONDS ARE UNSECURED GENERAL OBLIGATIONS OF WORTHY ONLY AND NOT ANY WORTHY BORROWER. (d) YOU HAVE NO RIGHT, AND SHALL NOT, MAKE ANY ATTEMPT, DIRECTLY OR THROUGH ANY THIRD-PARTY, TO COLLECT FROM BORROWERS. ALL AGREEMENTS AND OBLIGATIONS RELATING TO YOUR WORTHY PROPERTY BONDS REWARD INTERESTS ARE BETWEEN YOU AND WORTHY AND NOT WITH WORTHY’S THIRD-PARTY BORROWERSNEPTUNE. (ed) YOU UNDERSTAND THAT AS WORTHY NEPTUNE HAS A LIMITED OPERATING HISTORY, AND IS IN THE EARLY STAGES OF DEVELOPMENT, WE FACE INCREASED RISKS, UNCERTAINTIES, EXPENSES, AND DIFFICULTIES, WHICH COULD IMPACT YOUR SUBSCRIPTION. (fe) PLEASE SEE THE OFFERING CIRCULAR AND OUR OTHER FILINGS WITH THE SEC WHICH ARE AVAILABLE ON ITS WEBSITE AT WXX.XXX.XXX XXX.XXX.XXX FOR CERTAIN RISK DISCLOSURES REGARDING YOUR SUBSCRIPTION IN THE WORTHY PROPERTY BONDSREWARD INTERESTS. (gf) THE WORTHY PROPERTY BONDS REWARD INTERESTS WILL NOT BE LISTED ON ANY SECURITIES EXCHANGE, NOR DO WE HAVE PLANS TO ESTABLISH ANY KIND OF TRADING PLATFORM TO ASSIST SUBSCRIBERS WHO WISH TO SELL THEIR WORTHY PROPERTY BONDSREWARD INTERESTS. THERE IS NO PUBLIC MARKET FOR THE WORTHY PROPERTY BONDSREWARD INTERESTS, AND NONE IS EXPECTED TO DEVELOP. WORTHY PROPERTY BONDS REWARD INTERESTS MAY BE SUBJECT TO TRANSFER RESTRICTIONS. (hg) THE WORTHY PROPERTY BONDS REWARD INTERESTS WILL BE GOVERNED BY AND INTERPRETED IN ACCORDANCE WITH THE LAWS OF THE STATE OF FLORIDADELAWARE. (h) REWARD INTERESTS ARE NOT TRANSFERRABLE. (i) WORTHY PROPERTY BONDS ARE TRANSFERRABLE FREE OF CHARGE. (j) WE WILL ISSUE THE WORTHY PROPERTY BONDS REWARD INTERESTS ONLY IN ELECTRONIC FORM. SUBSCRIBERS WILL BE REQUIRED TO HOLD THEIR WORTHY PROPERTY BONDS REWARD INTERESTS THROUGH WORTHYNEPTUNE’S ELECTRONIC BOND REGISTER. (kj) EACH WORTHY PROPERTY BOND WILL BE REPAYABLE UPON YOUR DEMAND OR REDEEMABLE BY WORTHY. (l) WORTHY NEPTUNE HAS INCURRED NET LOSSES IN THE PAST AND EXPECTS TO INCUR NET LOSSES IN THE FUTURE. (mk) IF THE SECURITY OF OUR SUBSCRIBERS’ CONFIDENTIAL INFORMATION STORAGE SYSTEMS IS BREACHED OR OTHERWISE SUBJECTED TO UNAUTHORIZED ACCESS, YOUR SECURE INFORMATION MAY BE STOLEN. (n) THE WORTHY PROPERTY BONDS WILL NOT RESTRICT OUR ABILITY TO INCUR ADDITIONAL INDEBTEDNESS, INCLUDING INDEBTEDNESS SECURED BY OUR ASSETS. (ol) UPON RECEIVING WORTHY PROPERTY BONDS REWARD INTERESTS UNDER THE WORTHY PROPERTY BOND REWARDS REWARD PROGRAM, YOU WILL GENERALLY REALIZE TAXABLE INCOME EQUAL TO THE FAIR MARKET VALUE OF THE WORTHY PROPERTY BONDSREWARD INTERESTS. WE WILL REPORT THIS AMOUNT TO THE IRS USING FORM 1099-MISC AS APPLICABLE. You and Worthy agree that the Worthy Property Bonds are intended to be indebtedness of Worthy for U.S. federal income tax purposes. You agree that you will not take any position inconsistent with such treatment of the Worthy Property Bonds for tax, accounting, or other purposes, unless required by law. You further acknowledge that the Worthy Property Bonds will be subject to the original issue discount rules of the Internal Revenue Code of 1986, as amended. You acknowledge that you are prepared to bear the risk of loss of the value of any Worthy Property Bonds you receive as an award.

Appears in 1 contract

Samples: Subscription Agreement (Neptune REM, LLC)

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