Subscription for Units. I hereby irrevocably subscribe for the amount of Units (and partial Units rounded to four decimal places) of Limited Partnership Interest (“Units”) of Warrington Fund L.P. (the “Partnership”) as indicated on page B-7 hereof. I understand that each Unit will be offered at Net Asset Value per Unit on the date of sale. I understand that Citigroup Global Markets Inc., a corporation organized under the laws of the State of New York (“CGM”), and Xxxxxx Xxxxxxx Xxxxx Xxxxxx LLC, a limited liability company organized under the laws of the State of Delaware (“MSSB”), act as selling agents for the Partnership. I hereby authorize CGM to debit my brokerage account in the amount of my subscription as described in the Private Placement Offering Memorandum and Disclosure Document of the Partnership dated August 1, 2009, as amended or supplemented from time to time (the “Memorandum”). I understand that all capitalized terms used in this subscription agreement (the “Subscription Agreement”) that are not separately defined herein shall have the respective meanings set forth in the Memorandum. I am aware that this subscription is not binding on the Partnership unless and until it is accepted by Ceres Managed Futures LLC, a limited liability company organized under the laws of the State of Delaware and the Partnership’s general partner (the “General Partner”), which may reject this subscription in whole or in part for any reason whatsoever. I understand that the General Partner will advise me within five business days of receipt of my funds and this Subscription Agreement if my subscription has been rejected. I further understand that if this subscription is not accepted, the full amount of my subscription will be promptly returned to me without deduction.
Subscription for Units. The Subscriber hereby confirms its subscription for and offer to purchase the Units from the Company, on and subject to the terms and conditions set out in this Subscription Agreement, for the Subscription Amount, which is payable as described in Article 4 hereto.
Subscription for Units. (a) The Subscriber hereby confirms its irrevocable subscription for the Units from the Issuer, on and subject to the terms and conditions set out in this Subscription Agreement, for the Subscription Price which is payable as described herein. The Subscriber acknowledges (on its own behalf and including, if applicable, on behalf of each Disclosed Principal) that upon acceptance by the Issuer of this Subscription Agreement, the Subscription Agreement will constitute a binding obligation of the Subscriber (including if applicable, each Disclosed Principal), subject to the terms and subject to the conditions set out in this Subscription Agreement.
(b) The Units will be issued and registered in the name of the Subscriber as per the instructions on the face page of this Subscription Agreement.
Subscription for Units. Subscribers may purchase Units of a Fund by delivering to the Manager or any distributor of such Units appointed by the Manager a completed and executed subscription form or other documentation acceptable to the Manager accompanied by a cheque for the full dollar amount of the Units subscribed for. All subscriptions will be subject to acceptance by the Manager. Subject to the terms of any current Prospectus of like document of the Fund, the Manager, in its discretion, may prescribe any acquisition charges, redemption charges, minimum initial subscription amounts, minimum subsequent subscription amounts and minimum aggregate Series Net Asset Value balances to be maintained by Unitholders, and may, in its discretion prescribe any procedures in connection therewith (including a procedure whereby a Unitholder is required to redeem his Units in a Fund) and the Manager, in its discretion, may prescribe the maximum number of Units or maximum dollar amount of Units that may be sold in a Fund or in a particular series; provided no such charges, amounts or balances may be prescribed by the Manager and no procedures in connection therewith may be prescribed by the Manager except as provided in any current Prospectus or like document of the Fund.
Subscription for Units. Subject to the terms and conditions hereinafter set forth, the Subscriber hereby subscribes for and agrees to purchase from the Company such number of Units as is set forth upon the signature page hereof at a price equal to $100,000 per Unit and the Company agrees to sell such Units to the Subscriber for said purchase price. The purchase price is payable by certified or bank check made payable to Comdial Corporation or by wire transfer of funds, contemporaneously with the execution and delivery of this Subscription Agreement.
Subscription for Units. (a) Each subscriber under an Offering shall be deemed to have entered into a subscription agreement with the Partnership as set out below. With respect to any Offering, the Partnership GP shall determine to whom a subscription should be submitted, how it should be submitted and in what form.
(b) The acceptance of an offer to purchase Units, whether by allotment in whole or in part, by the Partnership GP shall constitute a subscription agreement between the subscriber and the Partnership upon the terms and conditions set out in any final prospectus or other offering document or subscription form delivered to the subscriber and this Agreement, whereby the subscriber, among other things:
(i) agrees to provide certain information to the Partnership GP or such other party as authorized by the Partnership GP, including such subscriber’s full name, residential address, business or corporation account number, as the case may be, and number of Units subscribed for;
(ii) acknowledges that he, she or it is bound by the terms of this Agreement and is liable for all obligations of a Limited Partner;
(iii) makes the representations and warranties set out in this Agreement; and
(iv) irrevocably nominates, constitutes and appoints the Partnership GP as his, her or its true and lawful attorney with the full power and authority as set out in this Agreement.
(c) With respect to an Offering, the foregoing subscription agreement shall be evidenced by delivery to each subscriber of a final prospectus or other offering document to the subscriber or by a subscription form, or in such other manner as shall be determined by the Partnership GP, provided in each case that the subscription is accepted by the Partnership GP on behalf of the Partnership.
(d) The subscription price for any issuance of Units will be determined by the Partnership GP, acting alone or in consultation with other Persons. The subscription price shall be each subscriber’s agreed upon Capital Contribution.
Subscription for Units. Based upon the hereinafter terms, conditions, representations, warranties and covenants given by each party to the other, the Subscriber hereto hereby irrevocably subscribes for and agrees to purchase the number of Units of the Company set forth on the Signature Page/Subscriber Statement at the beginning of this document at a subscription price of U.S. $0.35 per Unit, for aggregate consideration (the "Subscription Price") as set forth on the Signature Page/Subscriber Statement at the beginning of this Agreement.
Subscription for Units. I herxxx xxxevocably subscribe for the amount of Units (and during the Continuous Offering, partial Units rounded to four decimal places) of Limited Partnership Interest ("Units") of Citigroup Fairfield Futures Fund L.P. II (the "Partnership") as indicated on page 4 hereof. I understaxx xxxx each Unit will be offered at Net Asset Value per Unit on the date of sale. I hereby authorize Citigroup Global Markets Inc. ("CGM") to debit my Smith Barney account in the amount of my subscription as described in xxx Xxxxxxx Placement Offering Memorandum and Disclosure Document dated October 20, 2004, as amended or supplemented from time to time (the "Memorandum"). I am aware that this subscription is not binding on the Partnership unless and until it is accepted by the General Partner, which may reject this subscription in whole or in part for any reason whatsoever. I understand that the General Partner will advise me within five business days of receipt of my funds and this Agreement if my subscription has been rejected. I further understand that if this subscription is not accepted, the full amount of my subscription will be promptly returned to me without deduction.
Subscription for Units. Subject to the terms and conditions hereinafter set forth, the Subscriber hereby subscribes for and agrees to purchase from the Company the principal amount of Units, with the Notes and the Warrants substantially in the form attached hereto as Exhibit A and Exhibit B, respectively, as is set forth upon the signature page hereof. The Notes in the Units shall bear interest at a rate of twelve percent (12.0%) per annum, on a non-compounding basis, and are due and payable on the earlier of (i) the date upon which the Units are converted into equity securities as set forth herein, or (ii) or eighteen months from the closing of this Offering (the “Maturity Date”). All interest due shall be paid in shares of the Company’s common stock, which shall be valued at $2.00 per share for purposes of the interest computation. The Warrants shall be exercisable into shares of common stock for a period of five (5) years from the closing of the Offering at a price of $5.50 per share. The Units will be offered and sold by the Company solely to “accredited investors” (as defined under Rule 501 of Regulation D of the Securities Act of 1933, as amended).
Subscription for Units. Based upon the hereinafter terms, conditions, representations, warranties and covenants given by each party to the other, the Subscriber hereto hereby irrevocably subscribes for and agrees to purchase _______________ Units of the Company, at a subscription price of U.S. $0.02 per Unit, for aggregate consideration of U.S. $_______________ (the "Subscription Price").
