Original Buyer A means Flagship Jasmine Inc., a corporation incorporated in the Xxxxxxxx Islands, whose registered office is at Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Xxxxxxxx Xxxxxxx XX00000;
Qualified Institutional Buyer means any Person who is a “qualified institutional buyer” within the meaning of such term as set forth in Rule 144A(a)(1) under the Securities Act.
Qualified Institutional Buyers as defined in Rule 144A. It is aware that the sale of the Privately Offered Certificates is being made in reliance on its continued compliance with Rule 144A. It is aware that the transferor may rely on the exemption from the provisions of Section 5 of the Act provided by Rule 144A. The undersigned understands that the Privately Offered Certificates may be resold, pledged or transferred only to (i) a person reasonably believed to be a Qualified Institutional Buyer that purchases for its own account or for the account of a Qualified Institutional Buyer to whom notice is given that the resale, pledge or transfer is being made in reliance in Rule 144A, or (ii) an institutional "accredited investor," as such term is defined under Rule 501 of the Act in a transaction that otherwise does not constitute a public offering. The undersigned agrees that if at some future time it wishes to dispose of or exchange any of the Privately Offered Certificates, it will not transfer or exchange any of the Privately Offered Certificates to a Qualified Institutional Buyer without first obtaining a Rule 144A and Related Matters Certificate in the form hereof from the transferee and delivering such certificate to the addressees hereof. Prior to making any transfer of Privately Offered Certificates, if the proposed Transferee is an institutional "accredited investor," the transferor shall obtain from the transferee and deliver to the addressees hereof an Investment Letter in the form attached to the Pooling and Servicing Agreement, dated as of March 1, 2002, among Structured Asset Mortgage Investments Inc., Wells Fargo Bank Mixxxxxta, National Association, EMC Mortgage Corporation and Bank One, National Association, as Trustee, pursuant to Certificates were issued. The undersigned certifies that it either: (i) is not acquiring the Privately Offered Certificate directly or indirectly by, or on behalf of, an employee benefit plan or other retirement arrangement which is subject to Title I of the Employee Retirement Income Security Act of 1974, as amended, and/or section 4975 of the Internal Revenue Code of 1986, as amended, or (ii) is providing a representation or an opinion of counsel to the effect that the proposed transfer and/or holding of a Privately Offered Certificate and the servicing, management and/or operation of the Trust and its assets: (I) will not result in any prohibited transaction which is not covered under a prohibited transaction exemption, including, but not limited to, Prohibited Transaction Exemption ("PTE") 84- 14, PTE 91-38, XXX 00-0, XXX 00-00, XXX 00-00 xr Section 401(c) of ERISA and the regulations to be promulgated thereunder and (II) will not give rise to any additional fiduciary duties on the part of the Seller, the Master Servicer or the Trustee. If the Purchaser proposes that its Certificates be registered in the name of a nominee on its behalf, the Purchaser has identified such nominee below, and has caused such nominee to complete the Nominee Acknowledgment at the end of this letter. Name of Nominee (if any):
Retail buyer or "buyer" means a person who buys goods and services, or services from a contractor pursuant to a home improvement installment contract, or goods and services from a contractor pursuant to a home improvement charge agreement.
Accredited Investor has the meaning set forth in Regulation D promulgated under the Securities Act.
Rule 501 means Rule 501(a)(1), (2), (3) or (7) under the Securities Act.
Rule 144A means Rule 144A promulgated under the Securities Act.
QIB/QP means a QIB that is also a QP.
U.S. Accredited Investor means an “accredited investor” as defined in Rule 501(a) of Regulation D;
Institutional Accredited Investor means an institution that is an “accredited investor” as defined in Rule 501(a)(1), (2), (3) or (7) under the Securities Act, who are not also QIBs.
Rule 904 means Rule 904 promulgated under the Securities Act.
Offshore Transaction Any “offshore transaction” as defined in Rule 902(h) of Regulation S.
Accredited Investor Questionnaire means the Accredited Investor Questionnaire set forth as Exhibit C-1 hereto.
Institutional Accredited Investors Institutions that are “accredited investors” within the meaning of Rule 501(a) (1), (2), (3) or (7) of Regulation D under the Act or any entity all of the equity owners of which are such institutions.
Accredited Investors should complete this Section
Rule 144A Letter As defined in Section 5.02(b).
the Account means the electronic online trading account opened for the Customer with the Company on which trading is made through the Portal of Boubyan Investment Company. تنترنلإا برـع نيوتركللإا لوادـتلا باـسح هب دصقُي :باـسحلا وأ لوادتلا باـسح •عـقولما برـع هـيلع لوادـتلا يرـجيو ةـكشرلا ىدـل لـيمعلل هـحتف مـتي يذـلاو .رماثتـسلال ناـيبوب ةـكشرل نيوترـكللإا • The “Portal” shall mean the website created by the Company on the Internet, which includes the services provided by the Company and can be accessed through Boubyan Bank’s website or Boubyan Capital’s website on the Internet for carrying out trading operations. نيوترـكللإا عـقولما اـهب دـصقُي :ةـينوتركللإا ةـحفصلا :ةـينوتركللإا ةـحفصلا • يـتلا تاـمدخلا نـمضتي يذـلاو ،تـنترنلإا ةكبـش ىـع ةـكشرلا هـتدعأ يذـلا عقوم وأ ناـيبوب كـنب عـقوم للاـخ نـم هـيلإ لوـصولا نـكيمو ةـكشرلا اـهمدقت .لوادـتلا تاـيلمعب ماـيقلل تـنترنلإا ىـع رماثتـسلال لاـتيباك ناـيبوب ةـكشر
Rule 144A Global Note has the meaning assigned to it in Section 2.1(d).
the International Bureau means the International Bureau of the World Intellectual Property Organization.
Accredited means approved by the:
Dealing on own account means trading against proprietary capital resulting in the conclusion of transactions in one or more financial instruments;
Regulation S Investor With respect to a transferee of a Regulation S Global Certificate, a transferee that acquires such Certificate pursuant to Regulation S.
Regulation S means Regulation S promulgated under the Securities Act.
Subsequent Purchaser Any Person that acquires an interest in a Mortgage Loan from Purchaser.
Prohibited Investor means a person or entity whose name appears on (i) the List of Specially Designated Nationals and Blocked Persons maintained by the U.S. Office of Foreign Assets Control; (ii) other lists of prohibited persons and entities as may be mandated by applicable law or regulation; or (iii) such other lists of prohibited persons and entities as may be provided to the Fund in connection therewith;
Institutional Accredited Investor Certificate means a certificate substantially in the form of Exhibit G hereto.
Regulation D means Regulation D of the Board of Governors of the Federal Reserve System as from time to time in effect and any successor thereto or other regulation or official interpretation of said Board of Governors relating to reserve requirements applicable to member banks of the Federal Reserve System.