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You are a natural person whose “net worth” as of the date hereof (or a combined net worth with your spouse if you are married) exceeds $1,000,000. For purposes of this questionnaire, “net worth” means the excess of total assets at fair market value over total liabilities, excluding the value of your primary residence, calculated by subtracting from the estimated fair market value of such residence the amount of debt secured by such residence, up to the estimated fair market value of such residence.
You are a natural person who had an “income” exceeding $200,000 during both of the two most recently completed calendar years (or a joint income with your spouse in excess of $300,000 in each of those years) and who has a reasonable expectation of reaching the same income level in the current calendar year. For purposes of this document, the term “income” shall mean adjusted gross income reported or to be reported on a federal income tax return, increased by (i) any deductions for long-term capital gains (under Section 1202 of the Internal Revenue Code (“Code”)), (ii) any deductions for depletion (pursuant to Section 601 et seq. of the Code), (iii) any exclusions of interest (pursuant to Section 103 of the Code), (iv) any losses of a partnership allocated to you as an individual limited partner (as reported on Schedule E of Form 1040), (v) amounts contributed to an Individual Retirement Account or Keogh retirement plan, (vi) alimony paid, and (vii) elective contributions to a cash or deferred arrangement under Section 401(k) of the Code.
You are a (i) bank, (ii) savings and loan association, (iii) insurance company, (iv) broker or dealer registered under the Securities and Exchange Act of 1934, as amended (the “Exchange Act”) or (v) investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”).
You are a “business development company” as defined in Section 2(a)(48) of the 1940 Act.
You are a trust with total assets in excess of $5,000,000 which was not formed for the specific purpose of acquiring the securities offered, and the investment decisions for which are made by a sophisticated person capable of evaluating the merits and risks of the proposed investment.
You are a revocable trust which may be amended or revoked at any time by the grantors thereof and all of the grantors are accredited investors.
You are a Small Business Investment Company licensed by the United States Small Business Administration under Section 301(c) or Section 301(d) of the Small Business Investment Act of 1958, as amended.
You are a “private business development company” as defined in Section 202(a)(22) of the Investment Advisers Act of 1940, as amended.
You are a non-profit organization of the type described in Section 501(c)(3) of the Code, a corporation, a Massachusetts or similar business trust, or partnership, not formed for the specific purpose of investing in a fund managed by Bowie Capital Management, LLC (“Bowie”), with total assets in excess of $5,000,000.
You are an “employee benefit plan” (within the meaning of Title I of ERISA) and either (i) the decision to invest in a fund managed by Bowie Capital Management, LLC was made by a plan fiduciary which is a bank, savings and loan association, insurance company or registered investment adviser, or (ii) the plan has total assets exceeding $5,000,000 or (iii) if a self-directed plan, the investment decisions are made solely by persons who, if executing this document, would be able to check one or more of the boxes above.
You are a plan established and maintained by a State, its political subdivisions, or an agency or instrumentality of a State or its political subdivisions, for the benefit of its employees and such plan has assets in excess of $5,000,000.
You are an entity. Each of your equity investors meet one of the above qualifications.