Every accredited investor must represent that he/she/it meets one of the following requirements:
(i) The investor is a natural person who has an individual income in excess of $200,000.00 in each of the two most recent years which is expected to continue in the current year, or a joint income, with his or her spouse, in excess of $300,000.00 in each of those years and has a reasonable expectation of having the same income level which is expected to continue in the current year, or the investor has an individual net worth (or joint net worth with the investor’s spouse) at the time of his or her purchase exceeds one million dollars ($1,000,000) excluding residence: OR
(ii) The investor is any bank as defined in section 3(a)(2) of the Act, or any savings and loan association or other institution as defined in section 3(a)(5)(A) of the Act whether acting in its individual or fiduciary capacity; any broker or dealer registered pursuant to section 15 of the Securities Exchange Act of 1934; any insurance company as defined in section 2(13) of the Act; any investment company registered under the Investment Company Act of 1940 or a business development company as defined in section 2(a)(48) of that Act; any Small Business Investment Company licensed by the U.S. Small Business Administration under section 301(c) or (d) of the Small Business Investment Act of 1958; any 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, if such plan has total assets in excess of $5,000,000; any employee benefit plan within the meaning of the Employee Retirement Income Security Act of 1974 if the investment decision is made by a plan fiduciary, as defined in section 3(21) of such act, which is either a bank, savings and loan association, insurance company, or registered investment adviser, or if the employee benefit plan has total assets in excess of $5,000,000 or, if a self-directed plan, with investment decisions made solely by persons that are accredited investors; OR
(iii) The investor is any private business development company as defined in section 202(a)(22) of the Investment Advisers Act of 1940; OR
(iv) A director, executive officer or general partner of the Company; OR
(v) A corporation, partnership, business trust or charitable organization with assets in excess of $5 million that was not formed to acquire securities offered by the Company; OR.
(vi) An entity in which all the equity owners are accredited investors; OR
(vii) A trust with assets of at least $5 million, not formed to acquire securities offered by the Company, and whose purchases are directed by a sophisticated person who, either alone or with his/her independent purchaser representative, has such knowledge and experience in financial and business matters that he/she is capable of evaluating the merits and risks of a prospective investment.