Investors that meet the standards for participation in a non-public offering under Section 4(2) of the Securities Act of 1933, as amended, ("Act"), under Section 25102(f) of the California Corporate Securities Law of 1968, as amended, ("California Act"), and under the laws of other states.

These investors do not have to have the net worth or income of an Accredited Investor, but may invest in the same type offerings by qualifying under the "sophisticated investor" status.

• The investor should be able to hold his investment for an indefinite period of time and have sufficient net worth to sustain a loss of his entire investment in the event such loss should occur.

• The investor must have, either alone or with his purchaser representative, such knowledge and experience in financial and business matters that he/they is/are capable of evaluating the merits and risks of any investment contemplated.

• The investor represents that he has made other investments of a similar nature to any contemplated now or in the future and, by reason of this business and financial experience and of the business and financial experience of those persons he has retained to advise him with respect to any investments contemplated now or in the future, has acquired the capacity to protect his own interest. He will carefully evaluate his financial resources and investment position and the risks associated with any investment and acknowledge that he is (will be at the time of investment) able to bear the economic risks of any contemplated investment now or in the future.

• The investor represents that any contemplated investment will not exceed 20% of his net worth at the time of purchase (including home, furnishings, and automobiles).