Mailing Address:
P.O. Box 8963 Wilmington, DE 19899-8963 800-209-9010 Fax: 302-999-9554 Requirements for Specific Investments Please check that the following documents are attached: Copy of Company’s filed Articles of Incorporation. Signed and dated Certification and Direction to Trustee. Copy of Note Servicing Agent Agreement1 I,
Certification from the Investment Sponsor for Unsecured Debt Instrument (Corporate Promissory Note)
(the Sponsor) certify the following on behalf of the (Company) (please initial each entry):
I understand that if an investor including a beneficial owner of tax-advantaged savings accounts (investor) is, or is related to, an officer, director, or owner, or other disqualified person the transaction could be a prohibited transaction under Internal Revenue Service (IRS) or Department of Labor (DOL) regulations. There is no relationship between the investor and any member of the company, or The investor has attached a legal opinion that this transaction is not prohibited by the IRS or the DOL. The Company will provide Delaware Charter Guarantee & Trust Company d/b/a Principal Trust Company (Principal Trust) with a year-end statement valuing the assets at fair market value as of December 31 by January 31 of the following year for each mutual customer. The Company will provide each investor that is a mutual customer of the Company and Principal Trust with a yearend statement valuing the assets at fair market value as of December 31 by January 31 of the following year. If the investment does generate UBTI, the Company agrees to provide Principal Trust with per-unit income by March 1 of each year. Check here if the investment will not generate UBTI. This investment complies with one of the exceptions in the DOL’s “plan asset” regulations, or No employer sponsored plans (including SIMPLEs) will be permitted to invest in this asset. Each investor’s risk will be limited to the amount of the investment and related earnings. This debt instrument is not in default. This offering is being made under Regulation D (private offering), or This offering has been registered with a state securities board or the SEC. List all state and regulatory agencies The Company agrees to honor all written directives from Principal Trust regarding changes in investment registrations in the absence of explicit authorization from the beneficial owner of the investment. The fee charged for changes in registration is $ . If this fee changes, the Sponsor will notify Principal Trust within 15 days of the effective date of the new fee amount. The Company agrees not to charge this fee if Principal Trust resigns as trustee due to our breach of any provisions in this agreement, including, but not limited to our failure to provide Principal Trust with the fair market value of the investment(s) as of December 31 by January 31 of the following year. The Company agrees to keep Principal Trust advised of any changes in the investment information provided including, but not limited to change of address, phone number, or entity status (filing for bankruptcy protection, insolvency, investigations by regulatory agencies, etc.)
The Note Servicing Agent should be a third party, although the customer can act as the agent. Neither Principal Trust nor the borrower can act as the agent. TR 306 12/2006
1
The Company agrees that each investment purchased will be registered in the name of the Trustee, for the benefit of the specific investor as outlined below. Any certificate issued must be forwarded to the trustee so that the account registration can be confirmed. Delaware Charter Guarantee & Trust Company TTEE FBO: Investor’s Name (e.g. John Doe)/ Principal Trust Account Number P.O. Box 8963 Wilmington DE 19899-8963 Tax I.D. No. 51-0099493 The Company understands that investments in foreign entities are strictly prohibited and certifies that the Sponsor is a U.S. entity and invests only in U.S. registered investments. List name of note servicing agent: Company’s objective (purpose of entity):
The note interest (select one) Limitations on Withdrawals: (please list)
can be liquidated
cannot be liquidated.
Is a subscription agreement required to execute a purchase? Yes No. The Sponsor(s) understand(s) that Principal Trust is relying solely upon information provided by the Sponsor(s) with respect to the Company. The Sponsor(s) hereby represent(s) and warrant(s) that the information provided to Principal Trust is accurate and complete and, to the extent the information changes, agree(s) to promptly notify Principal Trust in writing of such changes. The Sponsor(s) of the Company, along with their respective heirs, assigns and successors agree(s) to jointly and severally, as the case may be, to (i) reimburse Principal Trust for all legal and arbitration costs it incurs as a direct or indirect result of investors making claims against Principal Trust or as a direct or indirect result of Principal Trust’s total reliance on the information provided by the Sponsor(s), and (ii) indemnify and hold Principal Trust and its officers, directors, employees, agents, affiliates, successors, and assigns harmless from any and all claims, losses, liabilities, penalties, and non-legal costs arising directly or indirectly from the investment(s). Notwithstanding the sentence above, (ii) shall not apply to the extent Principal Trust was grossly negligent and such gross negligence caused it to incur the costs described in (ii) I represent that the information I have provided above is true and accurate.
Sponsor (Please Print)
Title
Address (Please Print)
Phone Number
Fax Number
Signature
Date
Signature/(Medallion Guarantee or Notary Seal)
Investment Name
TR 306
12/2006