Common use of Omnibus Signature Page Clause in Contracts

Omnibus Signature Page. This Subscription Agreement is intended to be read and construed in conjunction with the Memorandum and the Second Amended and Restated Investor Rights Agreement. Accordingly, pursuant to the terms and conditions of this Subscription Agreement and such related agreements it is hereby agreed that the execution by the Purchaser of this Subscription Agreement, in the place set forth herein, shall constitute agreement to be bound by the terms and conditions hereof and the terms and conditions of the Second Amended and Restated Investor Rights Agreement, with the same effect as if such separate but related agreement was separately signed. 1. Date and Fill in the number of Units being purchased and Complete and Sign the Omnibus Subscription Agreement. 2. Initial the Accredited Investor Certification page attached to this letter. 3. Complete and return the Investor Profile and, if applicable, Wire Transfer Authorization attached to this letter. 4. Fax all forms to ▇▇. ▇▇▇▇▇ ▇▇▇▇▇ at (212) 829-4424and then send all signed original documents with check to: 5. Please make your subscription payment payable to the order of "Signature Bank, as Escrow Agent for Aptas, Inc." Thank you for your interest, ▇▇▇▇▇▇▇ ▇▇▇▇▇ Ventures, Inc. The USA PATRIOT Act is designed to detect, deter, and punish terrorists in the United States and abroad. The Act imposes new anti-money laundering requirements on brokerage firms and financial institutions. Since April 24, 2002 all brokerage firms have been required to have new, comprehensive anti-money laundering programs. Money laundering is the process of disguising illegally obtained money so that the funds appear to come from legitimate sources or activities. Money laundering occurs in connection with a wide variety of crimes, including illegal arms sales, drug trafficking, robbery, fraud, racketeering, and terrorism. The use of the U.S. financial system by criminals to facilitate terrorism or other crimes could well taint our financial markets. According to the U.S. State Department, one recent estimate puts the amount of worldwide money laundering activity at $1 trillion a year. To help you understand these efforts, we want to provide you with some information about money laundering and our steps to implement the USA PATRIOT Act. What are we required to do to eliminate money laundering? Under new rules required by the USA PATRIOT Act, our anti-money laundering program must designate a special compliance officer, set up employee training, conduct independent audits, and establish policies and procedures to detect and report suspicious transactions and ensure compliance with the new laws. As part of our required program, we may ask you to provide various identification documents or other information. Until you provide the information or documents we need, we may not be able to effect any transactions for you. APTAS, INC. OMNIBUS SIGNATURE PAGE TO SUBSCRIPTION AGREEMENT AND THE SECOND AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT Date (NOTE: To be completed by Purchaser): , 2005 If the Purchaser is an INDIVIDUAL, and if purchased as JOINT TENANTS, as TENANTS IN COMMON, or as COMMUNITY PROPERTY: If the Purchaser is a PARTNERSHIP, CORPORATION, LIMITED LIABILITY COMPANY or TRUST: Authorized Officer STVI For Individual Investors Only (all Individual Investors must INITIAL where appropriate): Initial I have a net worth (including home, furnishings and automobiles) of at least $1 million either individually or through aggregating my individual holdings and those in which I have a joint, community property or other similar shared ownership interest with my spouse. Initial I have had an annual gross income for the past two years of at least $200,000 (or $300,000 jointly with my spouse) and expect my income (or joint income, as appropriate) to reach the same level in the current year. Initial I am a director or executive officer of Aptas, Inc. For Non-Individual Investors (all Non-Individual Investors must INITIAL where appropriate): Initial The undersigned certifies that it is a partnership, corporation, limited liability company or business trust that is 100% owned by persons who meet either of the criteria for Individual Investors. Initial The undersigned certifies that it is a partnership, corporation, limited liability company or business trust that has total assets of at least $5 million and was not formed for the purpose of investing the Company. Initial The undersigned certifies that it is an employee benefit plan whose investment decision is made by a plan fiduciary (as defined in ERISA §3(21)) that is a bank, savings and loan association, insurance company or registered investment adviser. Initial The undersigned certifies that it is an employee benefit plan whose total assets exceed $5,000,000 as of the date of this Agreement. Initial The undersigned certifies that it is a self-directed employee benefit plan whose investment decisions are made solely by persons who meet either of the criteria for Individual Investors. Initial The undersigned certifies that it is a U.S. bank, U.S. savings and loan association or other similar U.S. institution acting in its individual or fiduciary capacity. Initial The undersigned certifies that it is a broker-dealer registered pursuant to §15 of the Securities Exchange Act of 1934. Initial The undersigned certifies that it is an organization described in §501(c)(3) of the Internal Revenue Code with total assets exceeding $5,000,000 and not formed for the specific purpose of investing in the Company. Initial The undersigned certifies that it is a trust with total assets of at least $5,000,000, not formed for the specific purpose of investing in the Company, and whose purchase is directed by a person with such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of the prospective investment. Initial The undersigned certifies that it is a plan established and maintained by a state or its political subdivisions, or any agency or instrumentality thereof, for the benefit of its employees, and which has total assets in excess of $5,000,000. Initial The undersigned certifies that it is an insurance company as defined in §2(13) of the Securities Act, or a registered investment company. Date of Birth: Marital Status: Joint Party Date of Birth: Investment Experience (Years): Annual Income: Liquid Net Worth: Net Worth: Tax Bracket: 15% or below 25% - 27.5% Over 27.5% Investment Objectives (circle one or more): Preservation of Capital, Income, Capital Appreciation, Trading Profits, Speculation or Other (please specify) * See definitions on following page Home Street Address: Home Phone: Home Fax: Home Email:

Appears in 3 contracts

Sources: Subscription Agreement (Local Matters Inc.), Subscription Agreement (Local Matters Inc.), Subscription Agreement (Local Matters Inc.)

Omnibus Signature Page. This Subscription Agreement is intended to be read and construed in conjunction with the Memorandum and Registration Rights Agreement pertaining to the Second Amended and Restated Investor Rights Agreementissuance by the Company of the Units to the Purchasers pursuant to the Memorandum. Accordingly, pursuant to the terms and conditions of this Subscription Agreement and such related agreements it is hereby agreed that the execution by the Purchaser of this Subscription Agreement, in the place set forth herein, shall constitute agreement to be bound by the terms and conditions hereof and the terms and conditions of the Second Amended and Restated Investor Registration Rights Agreement, with the same effect as if each of such separate but related agreement was were separately signed. 1. Date and Fill in the number of Units being purchased and Complete and Sign the Omnibus Subscription Agreement. 2. Initial the Accredited Investor Certification page attached to this letter. 3. Complete and return the Investor Profile and, if applicable, Wire Transfer Authorization attached to this letter. 4. Fax all forms to ▇▇. ▇▇▇▇▇ ▇▇▇▇▇ at (212) 829-4424and then send all signed original documents with check to: 5. Please make your subscription payment payable to the order of "Signature Bank, as Escrow Agent for Aptas, Inc." Thank you for your interest, ▇▇▇▇▇▇▇ ▇▇▇▇▇ Ventures, Inc. The USA PATRIOT Act is designed to detect, deter, and punish terrorists in the United States and abroad. The Act imposes new anti-money laundering requirements on brokerage firms and financial institutions. Since April 24, 2002 all brokerage firms have been required to have new, comprehensive anti-money laundering programs. To help you understand these efforts, we want to provide you with some information about money laundering and our steps to implement the USA PATRIOT Act. Money laundering is the process of disguising illegally obtained money so that the funds appear to come from legitimate sources or activities. Money laundering occurs in connection with a wide variety of crimes, including illegal arms sales, drug trafficking, robbery, fraud, racketeering, and terrorism. The use of the U.S. financial system by criminals to facilitate terrorism or other crimes could well taint our financial markets. According to the U.S. State Department, one recent estimate puts the amount of worldwide money laundering activity at $1 trillion a year. To help you understand these efforts, we want to provide you with some information about money laundering and our steps to implement the USA PATRIOT Act. What are we required to do to eliminate money laundering? Under new rules required by the USA PATRIOT Act, our anti-money laundering program must designate a special compliance officer, set up employee training, conduct independent audits, and establish policies and procedures to detect and report suspicious transactions transaction and ensure compliance with the new such laws. As part of our required program, we may ask you to provide various identification documents or other information. Until you provide the information or documents we need, we may not be able to effect any transactions for you. APTASFMC GLOBALSAT HOLDINGS, INC. OMNIBUS SIGNATURE PAGE TO THE SUBSCRIPTION AGREEMENT AND THE SECOND AMENDED AND RESTATED INVESTOR REGISTRATION RIGHTS AGREEMENT Date (NOTE: To be completed by the Purchaser): , 2005 _____________________ If the Purchaser is an INDIVIDUAL, and if purchased as JOINT TENANTS, as TENANTS IN COMMON, or as COMMUNITY PROPERTY: If the Purchaser is a PARTNERSHIP, CORPORATION, LIMITED LIABILITY COMPANY or TRUST: By: Authorized Officer STVI For Individual Investors Only (all All Individual Investors must INITIAL where appropriate): Initial Initial_________ I have a net worth (including homehomes, furnishings and automobiles, but excluding for these purposes the value of my primary residence) in excess of at least $1 million either individually or through aggregating my individual holdings and those in which I have a joint, community property or other similar shared ownership interest with my spouse. Initial _________ I have had an annual gross income for the past two years of at least $200,000 (or $300,000 jointly with my spouse) and expect my income (or joint income, as appropriate) to reach the same level in the current year. Initial _________ I am a director or executive officer of AptasFMC GlobalSat Holdings, Inc. For Non-Individual Investors (all All Non-Individual Investors must INITIAL where appropriate): Initial _________ The undersigned investor certifies that it is a partnership, corporation, limited liability company or business trust that is 100% owned by persons who meet either at least one of the criteria for Individual InvestorsInvestors set forth above. Initial _________ The undersigned investor certifies that it is a partnership, corporation, limited liability company or business trust that has total assets of at least $5 million and was not formed for the purpose of investing in the Company. Initial _________ The undersigned investor certifies that it is an employee benefit plan whose investment decision is made by a plan fiduciary (as defined in ERISA §3(21)) that is a bank, savings and loan association, insurance company or registered investment adviser. Initial _________ The undersigned investor certifies that it is an employee benefit plan whose total assets exceed $5,000,000 as of the date of this Agreement. Initial _________ The undersigned certifies that it is a self-directed employee benefit plan whose investment decisions are made solely by persons who meet either of the criteria for Individual Investors. Initial _________ The undersigned investor certifies that it is a U.S. bank, U.S. savings and loan association or other similar U.S. institution acting in its individual or fiduciary capacity. Initial _________ The undersigned certifies that it is a broker-dealer registered pursuant to §15 of the Securities Exchange Act of 1934. Initial _________ The undersigned investor certifies that it is an organization described in §501(c)(3) of the Internal Revenue Code with total assets exceeding $5,000,000 and not formed for the specific purpose of investing in the Company. Initial _________ The undersigned investor certifies that it is a trust with total assets of at least $5,000,000, not formed for the specific purpose of investing in the Company, and whose purchase is directed by a person with such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of the prospective investment. Initial _________ The undersigned investor certifies that it is a plan established and maintained by a state or its political subdivisions, or any agency or instrumentality thereof, for the benefit of its employees, and which has total assets in excess of $5,000,000. Initial _________ The undersigned investor certifies that it is an insurance company as defined in §2(13) of the Securities ActAct of 1933, or a registered investment company. Date This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of Birth: Marital Status: Joint Party Date of Birth: Investment Experience November ____, 2017 (Years): Annual Income: Liquid Net Worth: Net Worth: Tax Bracket: 15% or below 25% - 27.5% Over 27.5% Investment Objectives the “Effective Date”) between FMC GlobalSat Holdings, Inc., a Delaware corporation (circle one or more): Preservation of Capitalthe “Company”), Incomeand the persons who have executed the signature page(s) hereto (each, Capital Appreciationa “Purchaser” and collectively, Trading Profits, Speculation or Other (please specify) * See definitions on following page Home Street Address: Home Phone: Home Fax: Home Email:the “Purchasers”).

Appears in 1 contract

Sources: Subscription Agreement (FMC GlobalSat Holdings, Inc.)

Omnibus Signature Page. This Subscription Agreement is intended to be read and construed in conjunction with the Memorandum Registration Rights Agreement pertaining to the issuance by the Company of the shares of Common Stock and Warrants to subscribers pursuant to the Second Amended and Restated Investor Rights AgreementMemorandum. Accordingly, pursuant to the terms and conditions of this Subscription Agreement and such related agreements it is hereby agreed that the execution by the Purchaser of this Subscription Agreement, in the place set forth herein, shall constitute agreement to be bound by the terms and conditions hereof and the terms and conditions of the Second Amended and Restated Investor Registration Rights Agreement, with the same effect as if each of such separate but related agreement was were separately signed. 1. Date and Fill in the number of Units being purchased and Complete and Sign the Omnibus Signature Page of the Subscription Agreement. 2. Initial the Accredited Investor Certification page attached to this letter. 3. Complete and return the Investor Profile and, if applicable, Wire Transfer Authorization attached to this letter. 4. Fax all forms to ▇▇. ▇▇▇▇▇ ▇▇▇▇▇ at (212▇▇▇) 829▇▇▇-4424and ▇▇▇▇ and then send all signed original documents with check to: 5. Please make your subscription payment payable to the order of "Signature Bank, as Escrow Agent for Aptas, Inc." InVivo Therapeutics Corporation” Thank you for your interest, ▇▇▇▇▇▇▇ ▇▇▇▇▇ Ventures, Inc. The USA PATRIOT Act is designed to detect, deter, and punish terrorists in the United States and abroad. The Act imposes new anti-money laundering requirements on brokerage firms and financial institutions. Since April 24, 2002 all brokerage firms have been required to have new, comprehensive anti-money laundering programs. To help you understand these efforts, we want to provide you with some information about money laundering and our steps to implement the USA PATRIOT Act. Money laundering is the process of disguising illegally obtained money so that the funds appear to come from legitimate sources or activities. Money laundering occurs in connection with a wide variety of crimes, including illegal arms sales, drug trafficking, robbery, fraud, racketeering, and terrorism. The use of the U.S. financial system by criminals to facilitate terrorism or other crimes could well taint our financial markets. According to the U.S. State Department, one recent estimate puts the amount of worldwide money laundering activity at $1 trillion a year. To help you understand these efforts, we want to provide you with some information about money laundering and our steps to implement the USA PATRIOT Act. What are we required to do to eliminate money laundering? Under new rules required by the USA PATRIOT Act, our anti-money laundering program must designate a special compliance officer, set up employee training, conduct independent audits, and establish policies and procedures to detect and report suspicious transactions transaction and ensure compliance with the new such laws. As part of our required program, we may ask you to provide various identification documents or other information. Until you provide the information or documents we need, we may not be able to effect any transactions for you. APTAS, INC. OMNIBUS SIGNATURE PAGE TO SUBSCRIPTION AGREEMENT AND THE SECOND AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT Date (NOTE: To be completed by Purchasersubscriber): , 2005 __________________ If the Purchaser is an INDIVIDUAL, and if purchased as JOINT TENANTS, as TENANTS IN COMMON, or as COMMUNITY PROPERTY: If the Purchaser is a PARTNERSHIP, CORPORATION, LIMITED LIABILITY COMPANY or TRUST: By: By: Authorized Officer STVI For Individual Investors Only Authorized Officer By: Authorized Officer DESIGN SOURCE, INC./ INVIVO THERAPEUTICS CORPORATION (all Individual Investors must INITIAL where appropriate): Initial I have a net worth (including homehomes, furnishings and automobiles, but excluding for these purposes the value of my primary residence) in excess of at least $1 million either individually or through aggregating my individual holdings and those in which I have a joint, community property or other similar shared ownership interest with my spouse. Initial I have had an annual gross income for the past two years of at least $200,000 (or $300,000 jointly with my spouse) and expect my income (or joint income, as appropriate) to reach the same level in the current year. Initial I am a director or executive officer of AptasDesign Source, Inc. For Non-Individual Investors (all Non-Individual Investors must INITIAL where appropriate): Initial The undersigned investor certifies that it is a partnership, corporation, limited liability company or business trust that is 100% owned by persons who meet either at least one of the criteria for Individual InvestorsInvestors set forth above. Initial The undersigned investor certifies that it is a partnership, corporation, limited liability company or business trust that has total assets of at least $5 million and was not formed for the purpose of investing in the Company. Initial The undersigned investor certifies that it is an employee benefit plan whose investment decision is made by a plan fiduciary (as defined in ERISA §3(21)) that is a bank, savings and loan association, insurance company or registered investment adviser. Initial The undersigned investor certifies that it is an employee benefit plan whose total assets exceed $5,000,000 as of the date of this Agreement. Initial The undersigned certifies that it is a self-directed employee benefit plan whose investment decisions are made solely by persons who meet either of the criteria for Individual Investors. Initial The undersigned investor certifies that it is a U.S. bank, U.S. savings and loan association or other similar U.S. institution acting in its individual or fiduciary capacity. Initial The undersigned certifies that it is a broker-dealer registered pursuant to §15 of the Securities Exchange Act of 1934. Initial The undersigned investor certifies that it is an organization described in §501(c)(3) of the Internal Revenue Code with total assets exceeding $5,000,000 and not formed for the specific purpose of investing in the Company. Initial The undersigned investor certifies that it is a trust with total assets of at least $5,000,000, not formed for the specific purpose of investing in the Company, and whose purchase is directed by a person with such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of the prospective investment. Initial The undersigned investor certifies that it is a plan established and maintained by a state or its political subdivisions, or any agency or instrumentality thereof, for the benefit of its employees, and which has total assets in excess of $5,000,000. Initial The undersigned investor certifies that it is an insurance company as defined in §2(13) of the Securities Act, or a registered investment company. DESIGN SOURCE, INC./ INVIVO THERAPEUTICS CORPORATION Investor Name(s): __________________________________________________________________________________ Individual executing Profile or Trustee: _________________________________________________________________ Social Security Numbers / Federal I.D. Number: __________________________________________________________ Date of Birth: _________________ Marital Status: _________________________ Joint Party Date of Birth: _________________ Investment Experience (Years): ________________ Annual Income: _________________ Liquid Net Worth: __________________________ Net Worth: Worth (excluding value of primary residence): ________________ Tax Bracket: ______ 15% or below _____ 25% - 27.5% _____ Over 27.5% Investment Objectives (circle one or more): Preservation of Capital, Income, Capital Appreciation, Trading Profits, Speculation or Other (please specify) * See definitions on following page Home Street Address: _____________________________________________________________________________ Home City, State & Zip Code: _______________________________________________________________________ Home Phone: ________________________ Home Fax: _____________________ Home Email:: __________________ Employer: ______________________________________________________________________________________ Employer Street Address: ___________________________________________________________________________ Employer City, State & Zip Code: ____________________________________________________________________ Bus. Phone: __________________________ Bus. Fax: __________________________ Bus. Email: _______________ Type of Business: ________________________________________________________________________________ ▇▇▇▇▇▇▇ ▇▇▇▇▇ Account Executive / Outside Broker/Dealer: _________________________________________________ If you are a United States citizen, please list the number and jurisdiction of issuance of any other government-issued document evidencing residence and bearing a photograph or similar safeguard (such as a driver’s license or passport), and provide a photocopy of each of the documents you have listed. If you are NOT a United States citizen, for each jurisdiction of which you are a citizen or in which you work or reside, please list (i) your passport number and country of issuance or (ii) alien identification card number AND (iii) number and country of issuance of any other government-issued document evidencing nationality or residence and bearing a photograph or similar safeguard, and provide a photocopy of each of these documents you have listed. These photocopies must be certified by a lawyer as to authenticity.

Appears in 1 contract

Sources: Subscription Agreement (Invivo Therapeutics Holdings Corp.)

Omnibus Signature Page. This Subscription Agreement is intended to be read and construed in conjunction with the Memorandum Registration Rights Agreement pertaining to the issuance by the Company of the shares of Common Stock and Warrants to subscribers pursuant to the Second Amended and Restated Investor Rights AgreementMemorandum. Accordingly, pursuant to the terms and conditions of this Subscription Agreement and such related agreements it is hereby agreed that the execution by the Purchaser of this Subscription Agreement, in the place set forth herein, shall constitute agreement to be bound by the terms and conditions hereof and the terms and conditions of the Second Amended and Restated Investor Registration Rights Agreement, with the same effect as if each of such separate but related agreement was were separately signed. 1. Date and Fill in the number dollar amount of Units being purchased and Complete and Sign the Omnibus Signature Page to the Subscription AgreementAgreement and the Registration Rights Agreement (page 14). 2. Initial the Accredited Investor Certification page attached to this letterthe Subscription Agreement (page 15-16). 3. Complete and return the Investor Profile and, if applicable, Wire Transfer Authorization attached to this letter(page 17). 4. Fax or e-mail all forms to T▇▇▇▇▇ ▇. ▇▇▇▇▇ ▇▇▇▇▇ at (212) 8293▇▇-4424and ▇▇▇-▇▇▇▇/▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇.▇▇▇ and then send all signed original documents with check to: 5. Please make your subscription payment payable to the order of "Signature Bank, as Escrow Agent for Aptas, Inc." Thank you for your interest, : 8▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇Ventures, Inc. – ▇▇▇▇ ▇▇▇▇▇ 5. Please wire funds directly to the escrow account pursuant to the following instructions (unless other arrangements have been made); checks cannot be accepted: The USA PATRIOT Act is designed to detect, deter, and punish terrorists in the United States and abroad. The Act imposes new anti-money laundering requirements on brokerage firms and financial institutions. Since April 24, 2002 all brokerage firms have been required to have new, comprehensive anti-money laundering programs. To help you understand these efforts, we want to provide you with some information about money laundering and the Placement Agent’s efforts to implement the USA PATRIOT Act. Money laundering is the process of disguising illegally obtained money so that the funds appear to come from legitimate sources or activities. Money laundering occurs in connection with a wide variety of crimes, including illegal arms sales, drug trafficking, robbery, fraud, racketeering, and terrorism. The use of the U.S. financial system by criminals to facilitate terrorism or other crimes could well taint our financial markets. According to the U.S. State Department, one recent estimate puts the amount of worldwide money laundering activity at $1 trillion a year. To help you understand these efforts, we want to provide you with some information about money laundering and our steps to implement the USA PATRIOT Act. What are we required to do to eliminate money laundering? Under new rules required by the USA PATRIOT Act, our the Placement Agent’s anti-money laundering program must designate a special compliance officer, set up employee training, conduct independent audits, and establish policies and procedures to detect and report suspicious transactions transaction and ensure compliance with the new laws. As part of our the Placement Agent’s required program, we it may ask you to provide various identification documents or other information. Until you provide the information or documents we needthat the Placement Agent needs, we it may not be able to effect any transactions for you. APTASADGERO BIOPHARMACEUTICALS HOLDINGS, INC. OMNIBUS SIGNATURE PAGE TO SUBSCRIPTION AGREEMENT AND THE SECOND AMENDED AND RESTATED INVESTOR RIGHTS AGREEMENT Date (NOTE: To be completed by Purchaser): , 2005 If the Purchaser is an INDIVIDUAL, and if purchased as JOINT TENANTS, as TENANTS IN COMMON, or as COMMUNITY PROPERTY: If the Purchaser is a PARTNERSHIP, CORPORATION, LIMITED LIABILITY COMPANY COMPANY, I▇▇ or TRUST: By:__________________________ By:__________________________ Authorized Officer STVI For Individual Investors Only Authorized Officer By:__________________________ Authorized Officer ADGERO BIOPHARMACEUTICALS HOLDINGS, INC. (all Individual Investors must INITIAL where appropriate): Initial I have a an individual net worth, or joint net worth (including home, furnishings and automobiles) of at least $1 million either individually or through aggregating my individual holdings and those in which I have a joint, community property or other similar shared ownership interest with my spouse, as of the date hereof in excess of $1 million. Initial For purposes of calculating net worth under this category, (i) the undersigned’s primary residence shall not be included as an asset, (ii) indebtedness that is secured by the undersigned’s primary residence, up to the estimated fair market value of the primary residence at the time of the sale of securities, shall not be included as a liability, (iii) to the extent that the indebtedness that is secured by the primary residence is in excess of the fair market value of the primary residence, the excess amount shall be included as a liability, and (iv) if the amount of outstanding indebtedness that is secured by the primary residence exceeds the amount outstanding 60 days prior to the execution of this Subscription Agreement, other than as a result of the acquisition of the primary residence, the amount of such excess shall be included as a liability. I have had an annual gross income for the past two years of at least $200,000 (or $300,000 jointly with my spouse) and expect my income (or joint income, as appropriate) to reach the same level in the current year. Initial I am a director or executive officer of AptasAdgero Biopharmaceuticals Holdings, Inc. For Non-Individual Investors (all Non-Individual Investors must INITIAL where appropriate): Initial The undersigned investor certifies that it is a partnership, corporation, limited liability company or business trust that is 100% owned by persons who meet either at least one of the criteria for Individual InvestorsInvestors set forth above. Initial The undersigned investor certifies that it is a partnership, corporation, limited liability company or any organization described in Section 501(c)(3) of the Internal Revenue Code, Massachusetts or similar business trust that has total assets of at least $5 million and was not formed for the purpose of investing the Company. Initial The undersigned investor certifies that it is an employee benefit plan within the meaning of the Employee Retirement Income Security Act of 1974, whose investment decision is made by a plan fiduciary (as defined in ERISA §3(21)) that is a bank, savings and loan association, insurance company or registered investment adviser. Initial The undersigned investor certifies that it is an employee benefit plan whose total assets exceed $5,000,000 as of the date of this Agreement. Initial The undersigned certifies that it is a self-directed employee benefit plan whose investment decisions are made solely by persons who meet either of the criteria for Individual Investors. Initial The undersigned investor certifies that it is a U.S. bank, U.S. savings and loan association or other similar U.S. institution acting in its individual or fiduciary capacity. Initial The undersigned certifies that it is a broker-dealer registered pursuant to §15 of the Securities Exchange Act of 1934. Initial The undersigned investor certifies that it is an organization described in §501(c)(3) of the Internal Revenue Code with total assets exceeding $5,000,000 and not formed for the specific purpose of investing in the Company. Initial The undersigned investor certifies that it is a trust with total assets of at least $5,000,000, not formed for the specific purpose of investing in the Company, and whose purchase is directed by a person with such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of the prospective investment. Initial The undersigned investor certifies that it is a plan established and maintained by a state or its political subdivisions, or any agency or instrumentality thereof, for the benefit of its employees, and which has total assets in excess of $5,000,000. Initial The undersigned investor certifies that it is an insurance company as defined in §2(13) of the Securities Act, or a registered investment company. Date An investment company registered under the Investment Company Act of Birth: Marital Status: Joint Party Date 1940 or a business development company as defined in Section 2(a)(48) of Birth: that Act. A Small Business Investment Experience Company licensed by the U.S. Small Business Administration under Section 301(c) or (Years): Annual Income: Liquid Net Worth: Net Worth: Tax Bracket: 15% or below 25% - 27.5% Over 27.5% d) of the Small Business Investment Objectives Act of 1958. A private business development company as defined in Section 202(a)(22) of the Investment Advisers Act of 1940. Investor Profile (circle one or more): Preservation of Capital, Income, Capital Appreciation, Trading Profits, Speculation or Other (please specify) * See definitions on following page Home Street Address: Home Phone: Home Fax: Home Email:Must be completed by Investor)

Appears in 1 contract

Sources: Subscription Agreement (Adgero Biopharmaceuticals Holdings, Inc.)