Accredited Investor Status

The Investor hereby certifies that it is an accredited investor because:

  1. I have an individual net worth, or combined net worth with spouse, in excess of $1m. For purposes of this questionnaire, “net worth” means the excess of total assets at fair market value excluding the fair market value of your primary residence over total liabilities.I had individual income (exclusive of any income attributable to spouse) of more than $200k in each of the past two years, or joint income with spouse of more than $300k in each of those years, and reasonable expectation of reaching same income level in the current year.
  2. It is a Corporation, Limited Liability Company (LLC) or Partnership with total assets in excess of $5m, not formed for the purpose of acquiring the securities offered.
  3. It is a Corporation, LLC or Partnership in which all equity owners are accredited investors. Further information may be requested regarding the basis on which such equity owners are accredited.
  4. It is a trust with total assets in excess of $5m, not formed for the purpose of acquiring the securities offered, and its investment purchase is directed by a sophisticated person. As used here, a “sophisticated person” is one with sufficient financial and business knowledge and experience to evaluate prospective investment merits and risk.
  5. It is a) a bank as defined in Section 3(a)(2) of the Securities Act, or a savings and loan association, or other institution as defined in Section 3(a)(5)(A) of the Securities Act, b) acting in a fiduciary capacity, and c) subscribing for the purchase of securities being offered on behalf of a trust account or accounts.
  6. It is a bank as defined in Section 3(a)(2) of the Securities Act, or a savings and loan association or other institution as defined in Section 3(a)(5)(A) of the Securities Act acting in its individual capacity.
  7. It is a revocable trust which may be amended or revoked at any time by the grantors thereof, and all of the grantors are accredited investors. Further information may be requested regarding the basis on which such grantors are accredited.
  8. It is an insurance company as defined in Section 2(13) of the Securities Act.
  9. It is an employee benefit plan within the meaning of the U.S. Employee Retirement Income Security Act of 1974, as amended (“ERISA”), and the decision to invest was made by a plan fiduciary (as defined in Section 3(21) of ERISA), which is either a bank, savings and loan association, insurance company or registered investment adviser.
  10. It is an employee benefit plan within the meaning of ERISA with total assets in excess of $5m.
  11. It is an employee benefit plan established and maintained by a state, its political subdivisions, or any agency or instrumentality of a state or its political subdivisions for the benefit of its employees, with total assets in excess of $5m.
  12. It is an individual retirement account or Keogh plan within the meaning of ERISA which is a self-directed plan (i.e., a tax qualified defined contribution plan in which a participant may exercise control over the investment of assets credited to his or her account), in which the participant(s) acquiring Interests are accredited investors because each such participant has a net worth, alone or together with such participant’s spouse, of at least $1m, or has had an individual income of at least $200k (or a joint income with such participant’s spouse of at least $300k) in each of the last two years, and reasonably expects to have income of at least such amount in the current year. Further information may be requested regarding the basis on which such participants are accredited.
  13. It is an organization described in Section 501(c)(3) of the U.S. Internal Revenue Code of 1986, as amended (the “Code”), was not formed for the purpose of acquiring the securities offered, and has total assets in excess of $5m.