EXHIBIT 10.9


PROMISSORY NOTE


 


        


	$300,000.00	November 15, 2011


 


 


        FOR VALUE RECEIVED, on the dates
and in the amounts so herein stipulated, INTELLINETICS, INC., hereinafter called "Maker", hereby promises to pay to the
order of Alpharion Capital Partners, Inc., at 9300 Shelbyville Road, Suite 1000, Louisville, KY 40222 hereinafter called "Lender",
or at such other address as Lender may hereafter designate to Maker in writing, the sum of THREE HUNDRED THOUSAND AND NO/100 DOLLARS
($300,00.00), in lawful money of the United States of America, which shall be legal tender, in payment of all debts and dues, public
and private, at the time of payment, and to pay interest on the whole of the principal amount hereof, together with all accrued
interest, from time to time outstanding prior to the maturity of this Note at a rate per annum equal to three and one-quarter percent
(3.25%).


 


This Note shall be due and payable in
a single balloon payment One Hundred Eighty (180) days after the date first written above, and shall be paid by the Maker to Lender
in immediately available funds by check or wire transfer to Lender’s bank account. 


 


        The principal balance and accrued
interest of this Note may be prepaid, in whole or in part, at any time without any prepayment penalty. All payments, including
prepayments, shall be applied first to accrued interest to the date of payment and then to principal.         All past-due principal
and all accrued and past-due interest on this Note shall bear interest until paid at the rate set forth above.


 


        It is agreed that if default shall
be made in any payment due hereon and such default is not cured within ten (10) days after written notice of such default is given
by Lender to Maker, or if there is a material default in any of the terms, covenants, agreements, conditions or provisions set
forth in any instrument or document given to secure this Note and such default is not cured within thirty (30) days after written
notice of such default is given by the Lender to the Maker or as soon thereafter as is reasonably practicable in the event such
default cannot be cured within thirty (30) days, or should Maker, become insolvent or commit an act of bankruptcy or make an assignment
for the benefit of creditors or authorize the filing of a voluntary petition in bankruptcy, or should a receiver of any of their
property be appointed, or should involuntary bankruptcy proceedings be filed or threatened against Maker, then in any such event,
at the option of the holder hereof at any time thereafter, without demand or notice, the unpaid principal balance of this Note,
and all accrued interest shall immediately become due and payable.


 


        If this Note is placed in the hands
of an attorney for collection or if collected by suit or through bankruptcy, probate, receivership or other legal or judicial proceedings,
the Maker hereof agrees to pay as the reasonable costs of collection and reasonable attorney's fees incurred related thereto.






    	  



    	 



    
 


 


        The Maker (i) waives demand, presentment
for payment, notice of intention to accelerate the maturity of this Note and to declare the entire balance of the indebtedness
evidenced hereby due and payable, notice that the entire balance of the indebtedness evidenced hereby has been declared due and
payable, notice of nonpayment, protest, notice of protest and all other notices, filing of suit and diligence in collecting this
Note or enforcing any of the security herefor, (ii) agrees to any substitution, exchange or release of any such security or the
release of any party primarily or secondarily liable hereon, (iii) agrees that Lender or other holder hereof shall not be required
first to institute suit or exhaust its remedies hereon against the Maker or others liable or to become liable hereon or enforce
its rights against any security herefor in order to enforce payment of this Note by it, and (iv) consents to any extensions or
postponement of time of payment of this Note and to any other indulgence with respect hereto without notice thereof to any of them.


 


        Any check, draft, money order or
other instrument given in payment of all or any portion of this Note may be accepted by the Lender of any other holder hereof and
handled for collection in the customary manner, but the same shall not constitute payment hereunder or diminish any right of the
Lender or any other holder hereof, except to the extent that actual cash proceeds of such instrument are unconditionally received
by the Lender or any other holder hereof and applied to this indebtedness as herein provided.


 


        This Note shall be paid and performed
in the State of Ohio, and the laws of the State of Ohio shall govern the construction, validity, enforcement, and interpretation
hereof, except to the extent federal laws otherwise govern the validity, construction, enforcement, and interpretation hereof.
If any additional rights or remedies are hereafter granted to creditors under the laws of the State of Ohio or under the laws of
the United States of America, the Lender shall also have and may exercise any such additional rights or remedies. Venue for any
action brought on this Note shall be proper in any state or federal court sitting in Columbus, Ohio, and having jurisdiction of
such action.


 


        IN WITNESS WHEREOF, the undersigned
Maker has duly executed this Note as of the day and year above first written.


 


 





	 	INTELLINETICS, INC.	 
	 	 	 
	 	/s/ Matthew L. Chretien	 
	 	Name: Matthew Chretien	 
	 	Title: EVP/CTO	 


 


 



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To Subscribe for Convertible Promissory
Notes of Intellinetics, Inc.


 


 


		1.	Complete, Sign and Date the “Signature Page” on page 9 of the Subscription Agreement.



		2.	Initial the “Accredited Investor Certification” on page 10.



		3.	Return all signed original documents with payment to:



Intellinetics, Inc.


2190 Dividend Drive


Columbus, OH 43228-3806


 


Please make your
subscription payment payable to the order of: Intellinetics, Inc.


 


 


 


For wiring funds directly, please
use the following instructions:


 


	Bank Name:	Huntington Bank
	 	41 S. High Street, Columbus 43215
	 	 
	ABA Number:	044000024
	 	 
	Account Name:	Intellinetics, Inc.
	 	 
	Account Number:	01892012810


 


 


 


 



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intellinetics,
INC.


SUBSCRIPTION
AGREEMENt


 


 


August 31, 2011


 


Intellinetics, Inc.


2190 Dividend Drive


Columbus, OH 43228-3806




Ladies and Gentlemen:


 


1.        Subscription.
The undersigned subscriber(s) (“Subscriber”), subject to the terms and conditions hereof, hereby irrevocably
subscribes for the principal amount of the promissory notes (the “Subscribed Notes”), of Intellinetics, Inc.
(the “Company”), set forth on the signature page to this Agreement.


 


2.        Payment.
Concurrently with the delivery of this executed Subscription Agreement, Subscriber is delivering to the Company the aggregate purchase
price for the Subscribed Notes in the amount and form(s) of consideration as set forth on the signature page to this Agreement,
or by wire transfer pursuant to the instructions provided herein.


 


Such funds will be held
for the Subscriber’s benefit, and will be returned promptly, without interest, penalty, expense or deduction if the Company
does not accept this Subscription Agreement or if the Company terminates the Offering.


 


3.        Acceptance
of Subscription. The Subscriber understands and agrees that the Company in its sole discretion reserves the right to either
accept or reject this or any other subscription for the Subscribed Notes, in whole or in part, and in any order, notwithstanding
prior receipt by the Subscriber of notice of acceptance of this subscription. Subscriptions are subject to allotment before and
after acceptance. The Company shall have no obligation hereunder until the Company shall execute and deliver to the Subscriber
an executed copy of this Subscription Agreement. If this subscription is rejected in whole or the offering is terminated, all funds
received from the Subscriber will be returned without interest, penalty, expense or deduction, and this Subscription Agreement
shall thereafter be of no further force or effect. If this subscription is rejected in part, the funds for the rejected portion
of this subscription will be returned without interest, penalty, expense or deduction, and this Subscription Agreement will continue
in full force and effect to the extent this subscription was accepted.


 


4.        Representations
and Warranties. The Subscriber hereby acknowledges, represents, warrants, and agrees as follows:


 


(a)        The Subscribed
Notes offered are not registered under the Securities Act of 1933, as amended (the “Securities Act”), or any
state securities laws. The Subscriber understands that the offering and sale of the Subscribed Notes is intended to be exempt from
registration under the Securities Act, by virtue of Section 4(2) thereof and the provisions of Regulation D promulgated thereunder,
based, in part, upon the representations, warranties and agreements of the Subscriber contained in this Subscription Agreement;






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(b)        The Subscriber
and Subscriber’s attorney, accountant, purchaser representative and/or tax advisor (the “Advisers”), if
any, have received all documents requested by the Subscriber, have carefully reviewed and understand the information contained
therein, and the Subscriber and the Advisers, if any, agree to abide by the terms set forth in this Subscription Agreement;


 


(c)        Neither the Securities
and Exchange Commission nor any state securities commission has approved the Subscribed Notes, or passed upon or endorsed the merits
of this transaction. This Subscription Agreement has not been reviewed by any federal, state or other regulatory authority;


 


(d)        All documents,
records, and books pertaining to the investment in the Subscribed Notes have been made available for inspection by such Subscriber
and the Advisers;


 


(e)        The Subscriber
and the Advisers, if any, have had a reasonable opportunity to ask questions of and receive answers from a person or persons acting
on behalf of the Company concerning the offering of the Subscribed Notes and the business of the Company, and all such questions
have been answered to the full satisfaction of the Subscriber and the Advisers, if any;


 


(f)        In evaluating
the suitability of an investment in the Company, the Subscriber has not relied upon any representation or other information (oral
or written) other than as contained in documents or answers to questions so furnished to the Subscriber and the Advisers, if any,
by the Company;


 


(g)        The Subscriber
is unaware of, is no way relying on, and did not become aware of the Subscribed Notes through or as a result of, any form of general
solicitation or general advertising including, without limitation, any article, notice, advertisement or other communication published
in any newspaper, magazine or similar media or broadcast over television, radio or the Internet, in connection with the offering
and sale of the Subscribed Notes and is not subscribing for the Subscribed Notes and did not become aware of the offering of the
Subscribed Notes through or as a result of any seminar or meeting to which the Subscriber was invited by, or any solicitation of
a subscription by, a person not previously known to the Subscriber in connection with investments in securities generally;


 


(h)        The Subscriber
has taken no action other than that fully disclosed to the company which would give rise to any claim by any person for brokerage
commissions, finders’ fees or the like relating to this Subscription Agreement or the transactions contemplated hereby;


 


(i)        The Subscriber,
either alone or together with its Advisers, if any, has such knowledge and experience in financial, tax, and business matters,
and, in particular, investments in securities, so as to enable them to utilize the information made available to them in connection
with the offering of the Subscribed Notes to evaluate the merits and risks of an investment in the Subscribed Notes and the Company
and to make an informed investment decision with respect thereto;






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(j)        The Subscriber
is not relying on the Company or any of its respective employees, directors, shareholders, managers or agents with respect to the
legal, tax, economic and related considerations of an investment in the Subscribed Notes, and the Subscriber has relied on the
advice of, or has consulted with, its Advisers;


 


(k)        The Subscriber
is acquiring the Subscribed Notes solely for such Subscriber’s own account for investment and not with a view to resale or
distribution thereof, in whole or in part. The Subscriber has no agreement or arrangement, formal or informal, with any person
to sell or transfer all or any part of the Subscribed Notes, and the Subscriber has no plans to enter into any such agreement or
arrangement;


 


(l)        The purchase of
the Subscribed Notes represents risk capital and the Subscriber is able to afford an investment in a speculative venture having
the risks and objectives of the Company and the loss of all of the purchase price of the Subscribed Notes or the Subscribed Notes,
themselves. The Subscriber must bear the substantial economic risks of the investment in the Notes indefinitely because the Subscribed
Notes may not be sold, hypothecated or otherwise disposed of unless subsequently registered under the Securities Act and applicable
state securities laws or an exemption from such registration is available. Legends shall be placed on the certificates, if any
included, representing the Subscribed Notes to the effect that they have not been registered under the Securities Act or applicable
state securities laws and appropriate notations thereof will be made in the Company’s stock books. It is not anticipated
that the Subscribed Notes will be freely transferable at any time in the foreseeable future;


 


(m)        The Subscriber
has adequate means of providing for such Subscriber’s current financial needs and foreseeable contingencies and has no need
for liquidity of the investment in the Subscribed Notes for an indefinite period of time;


 


(n)        The Subscriber
is aware that an investment in the Subscribed Notes involves a number of very significant risks and has carefully read and considered
such matters;


 


(o)        The Subscriber
meets the requirements of at least one of the suitability standards for an “accredited investor” as that term is defined
in Regulation D under the Securities Act, and has truthfully and accurately completed the Accredited Investor Certification contained
herein;


 


(p)        The Subscriber,
if a natural person, represents that the Subscriber has reached the age of 21 and has full power and authority to execute and deliver
this Subscription Agreement and all other related agreements or certificates and to carry out the provisions hereof and thereof;
(ii) if a corporation, partnership, limited liability company or partnership, association, joint stock company, trust, unincorporated
organization or other entity, represents that such entity was not formed for the specific purpose of acquiring the Subscribed Notes,
such entity is duly organized, validly existing and in good standing under the laws of the state of its organization, the consummation
of the transactions contemplated hereby is authorized by, and will not result in a violation of state law or its charter or other
organizational documents, such entity has full power and authority to execute and deliver this Subscription Agreement and all other
related agreements or certificates and to carry out the provisions hereof and thereof and to purchase and hold the securities constituting
the Subscribed Notes, the execution and delivery of this Subscription Agreement has been duly authorized by all necessary action,
this Subscription Agreement has been duly executed and delivered on behalf of such entity and is a legal, valid and binding obligation
of such entity; or (iii) if executing this Subscription Agreement in a representative or fiduciary capacity, represents that it
has full power and authority to execute and deliver this Subscription Agreement in such capacity and on behalf of the subscribing
individual, ward, partnership, trust, estate, corporation, limited liability company or partnership, or other entity for which
the Subscriber is executing this Subscription Agreement, and such individual, partnership, ward, trust, estate, corporation, limited
liability company or partnership, or other entity has full right and power to perform pursuant to this Subscription Agreement and
make an investment in the Company, and represents that this Subscription Agreement constitutes a legal, valid and binding obligation
of such entity. The execution and delivery of this Subscription Agreement will not violate or be in conflict with any order, judgment,
injunction, agreement or controlling document to which the Subscriber is a party or by which it is bound;






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(q)        The Subscriber
represents to the Company that any information that the Subscriber has heretofore furnished or furnishes herewith to the Company
is complete and accurate and may be relied upon by the Company in determining the availability of an exemption from registration
under federal and state securities laws in connection with the offering of the Subscribed Notes. The Subscriber further represents
and warrants that it will notify and supply corrective information to the Company immediately upon the occurrence of any change
therein occurring prior to the Company’s issuance of the Subscribed Notes;


 


(r)        The Subscriber
has a sufficient net worth to sustain a loss of its entire investment in the Company in the event such a loss should occur. The
Subscriber’s overall commitment to investments that are not readily marketable is not excessive in view of the Subscriber’s
net worth and financial circumstances and the purchase of the Subscribed Notes will not cause such commitment to become excessive.
The investment is a suitable one for the Subscriber;


 


(s)        The Subscriber
is satisfied that the Subscriber has received adequate information with respect to all matters which the Subscriber, or the Advisers,
if any, considers material to the Subscriber’s decision to make this investment;


 


(t)        No oral or written
representations have been made, or oral or written information furnished, to the Subscriber in connection with the offering of
the Notes that are in any way inconsistent;


 


(u)        Within five (5)
days after receipt of a request from the Company, the Subscriber will provide such information and deliver such documents as may
reasonably be necessary to comply with any and all laws and ordinances to which the Company is subject;


 


(v)        THE SECURITIES
OFFERED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF CERTAIN STATES
AND ARE BEING OFFERED AND SOLD IN RELIANCE ON EXEMPTIONS FROM THE REGISTRATION REQUIREMENTS OF SAID ACT AND SUCH LAWS. THE SECURITIES
ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER SAID ACT
AND SUCH LAWS PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. THE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
AND EXCHANGE COMMISSION, ANY STATE SECURITIES COMMISSION OR ANY OTHER REGULATORY AUTHORITY, NOR HAVE ANY OF THE FOREGOING AUTHORITIES
PASSED UPON OR ENDORSED THE MERITS OF THIS OFFERING OR THE ACCURACY OR ADEQUACY OF THE OFFERING LETTER. ANY REPRESENTATION TO THE
CONTRARY IS UNLAWFUL;


 


 



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(w)         The Subscriber
acknowledges that the Subscribed Notes have not been recommended by any federal or state securities commission or regulatory authority.
In making an investment decision investors must rely on their own examination of the Company and the terms of the Offering, including
the merits and risks involved. Furthermore, the foregoing authorities have not confirmed the accuracy or determined the adequacy
of this Subscription Agreement. Any representation to the contrary is a criminal offense. The Subscribed Notes are subject to restrictions
on transferability and resale and may not be transferred or resold except as permitted under the Securities Act and the applicable
state securities laws, pursuant to registration or exemption therefrom. Investors should be aware that they will be required to
bear the financial risks of this investment for an indefinite period of time.


 


5.        Indemnification.
The Subscriber agrees to indemnify and hold harmless the Company and its respective employees, agents, control persons, shareholders
and affiliates from and against all losses, liabilities, claims, damages, costs, fees and expenses whatsoever (including, but not
limited to, any and all expenses incurred in investigating, preparing or defending against any litigation commenced or threatened)
based upon or arising out of any actual or alleged false acknowledgment, representation or warranty, or misrepresentation or omission
to state a material fact, or breach by the Subscriber of any covenant or agreement made by the Subscriber herein or in any other
document delivered in connection with this Subscription Agreement.


 


6.        Irrevocability;
Binding Effect. The Subscriber hereby acknowledges and agrees that the subscription hereunder is irrevocable by the Subscriber,
except as required by applicable law, and that this Subscription Agreement shall survive the death or disability of the Subscriber
and shall be binding upon and inure to the benefit of the parties and their heirs, executors, administrators, successors, legal
representatives, and permitted assigns. If the Subscriber is more than one person, the obligations of the Subscriber hereunder
shall be joint and several and the agreements, representations, warranties, and acknowledgments herein shall be deemed to be made
by and be binding upon each such person and such person’s heirs, executors, administrators, successors, legal representatives,
and permitted assigns.


 


7.        Modification.
Neither this Subscription Agreement, nor any part hereof shall be modified or waived except by a written and signed letter of mutual
consent.


 


8.        Notices.
Any notice or other communication required or permitted to be given hereunder shall be in writing and shall be mailed by certified
mail, return receipt requested, or delivered against receipt to the party to whom it is to be given (a) if to the Company, at the
address set forth above, or (b) if to the Subscriber, at the address set forth on the signature page hereof (or, in either case,
to such other address as the party shall have furnished in writing in accordance with the provisions of this Section 10). Any notice
or other communication given by certified mail shall be deemed given at the time of certification thereof, except for a notice
changing a party’s address which shall be deemed given at the time of receipt thereof.






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9.        Assignability.
This Subscription Agreement and the rights, interests and obligations hereunder are not transferable or assignable by the Subscriber
and the transfer or assignment of the Notes shall be made only in accordance with all applicable laws.


 


10.        Applicable
Law; Forum. This Subscription Agreement shall be governed by and construed in accordance with the laws of the State of Ohio
relating to contracts entered into and to be performed wholly within such State. The Subscriber hereby irrevocably submits to the
jurisdiction of the United States Federal Court sitting in Franklin County, Ohio over any action or proceeding arising out of or
relating to this Subscription Agreement or any agreement contemplated hereby, and the Subscriber hereby irrevocably agrees that
all claims in respect of such action or proceeding may be heard and determined in such court. The Subscriber further waives any
objection to venue in such State and any objection to an action or proceeding in such State on the basis of a non-convenient forum.
The Subscriber further agrees that any action or proceeding brought against the Company shall be brought only in the United States
Federal Court sitting in Franklin County, Ohio. THE SUBSCRIBER AGREES TO WAIVE ITS RIGHTS TO A JURY TRIAL OF ANY CLAIM OR CAUSE
OF ACTION BASED UPON OR ARISING OUT OF THIS SUBSCRIPTION AGREEMENT OR ANY DOCUMENT OR AGREEMENT CONTEMPLATED HEREBY AND AGREES
TO SETTLE ANY DISPUTES BY ARBITRATION.


 


11.        Blue
Sky Qualification. The purchase of Notes under this Subscription Agreement is expressly conditioned upon the exemption from
qualification of the offer and sale of the Subscribed Notes from applicable federal and state securities laws. The Company shall
not be required to qualify this transaction under the securities laws of any jurisdiction and, should qualification be necessary,
the Company shall be released from any and all obligations to maintain its offer, and may rescind any sale contracted, in such
jurisdiction.


 


12.        Use
of Pronouns. All pronouns and any variations thereof used herein shall be deemed to refer to the masculine, feminine, neuter,
singular or plural as the identity of the person or persons referred to may require.


 


13.        Confidentiality.
The Subscriber acknowledges and agrees that any information or data the Subscriber has acquired from or about the Company, not
otherwise properly in the public domain, was received in confidence. The Subscriber agrees not to divulge, communicate or disclose,
except as may be required by law or for the performance of this Agreement, or use to the detriment of the Company or for the benefit
of any other person or persons, or misuse in any way, any confidential information of the Company, including any scientific, technical,
trade or business secrets of the Company and any scientific, technical, trade or business materials that are treated by the Company
as confidential or proprietary, including, but not limited to, ideas, discoveries, inventions, developments and improvements belonging
to the Company and confidential information obtained by or given to the Company about or belonging to third parties.






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14.        Miscellaneous.


 


(a)        This Agreement
constitutes the entire agreement between the Subscriber and the Company with respect to the subject matter hereof and supersede
all prior oral or written agreements and understandings, if any, relating to the subject matter hereof. The terms and provisions
of this Agreement may be waived, or consent for the departure therefrom granted, only by a written document executed by the party
entitled to the benefits of such terms or provisions.


 


(b)        The Subscriber’s
representations and warranties made in this Agreement shall survive the execution and delivery hereof and delivery of the Subscribed
Notes.


 


(c)        Each of the parties
hereto shall pay its own fees and expenses (including the fees of any attorneys, accountants, appraisers or others engaged by such
party) in connection with this Agreement and the transactions contemplated hereby whether or not the transactions contemplated
hereby are consummated.


 


(d)        This Agreement
may be executed in one or more counterparts each of which shall be deemed an original, but all of which shall together constitute
one and the same instrument.


 


(e)        Each provision
of this Subscription Agreement shall be considered separable and, if for any reason any provision or provisions hereof are determined
to be invalid or contrary to applicable law, such invalidity or illegality shall not impair the operation of or affect the remaining
portions of this Subscription Agreement.


 


(f)        Paragraph titles
are for descriptive purposes only and shall not control or alter the meaning of this Subscription Agreement as set forth in the
text.


 



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INTELLINETICS, INC.

SIGNATURE PAGE TO

SUBSCRIPTION AGREEMENT 


 


Subscriber hereby elects to subscribe
under the Subscription Agreement for a Promissory Note in the Principal Amount of $ 300,000.


 


Date: NOVEMBER 15, 2011


 


If the purchaser is an INDIVIDUAL, and if purchased as JOINT
TENANTS, as TENANTS IN COMMON, or as COMMUNITY PROPERTY:


 


	 	 	 
	Print Name(s) 	 	Social Security Number(s) 


         


 


	Signature(s) of Subscriber(s) 	 	Street Address
	Date	 	City, State, Zip Code


 


If the purchaser is a PARTNERSHIP, CORPORATION, LIMITED LIABILITY
COMPANY or TRUST:


 


	 Alpharion Capital Partners, Inc.         	 	 Nevada 27-4514940
	Name of Partnership, Corporation, Limited Liability Company or Trust	 	State of Organization and Federal Taxpayer Identification Number
	 	 	 
	By:	/s/ Rick Hughes	 9300 Shelbyville Road Suite 1000
	Name:	Rick Hughes	 	Street Address
	Title:   	CEO	 	 
	 	NOVEMBER 15, 2011	 Louisville, KY 40222
	 	Date	 	City, State, Zip Code


 


 


SUBSCRIPTION FOR PROMISSORY NOTE ACCEPTED AND AGREED TO

this 15th day of NOVEMBER, 2011.


 


INTELLINETICS, INC.


 


	/s/ Matthew L. Chretien	 


Name: Matthew Chretien


Title: EVP/CTO


 


 



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INTELLINETICS, INC.

ACCREDITED INVESTOR CERTIFICATION


 


For Individual Investors Only

(All Individual Investors Must Initial All Items Which Apply, Leave Blank if None Apply):


 


	Initial _______	I have a net worth (excluding the value of my personal residence) of at least $1 million either individually or through aggregating my individual holdings and those in which I have a joint, community property or other similar shared ownership interest with my spouse.
	Initial _______	I have had an annual gross income for the past two years of at least $200,000 (or $300,000 jointly with my spouse) and expect my income (or joint income, as appropriate) to reach the same level in the current year.
	Initial _______	I am a manager, director or executive officer of Alpharion Capital Partners, Inc.


 


For Non-Individual Investors

(All Non-Individual Investors Must Initial Where Appropriate, Leave Blank if None Apply):


 


	Initial _______	the undersigned certifies that it is a partnership, corporation, limited liability company or business trust that is 100% owned by persons who meet the net worth or income criteria for Individual Investors.
	Initial _______	the undersigned certifies that it is a partnership, corporation, Limited Liability Company or business trust that has total assets of at least $5 million and was not formed for the purpose of investing in the Company.
	Initial _______	the undersigned certifies that it is an employee benefit plan whose investment decision is made by a plan fiduciary (as defined in ERISA §3(21)) that is a bank, savings and loan association, insurance company or registered investment adviser.
	Initial _______	the undersigned certifies that it is an employee benefit plan whose total assets exceed $5,000,000 as of the date of this Agreement.
	Initial _______	the undersigned certifies that it is a self-directed employee benefit plan whose investment decisions are made solely by persons who meet the net worth or income criteria for Individual Investors.
	Initial _______	the undersigned certifies that it is a U.S. bank, U.S. savings and loan association or other similar U.S. institution acting in its individual or fiduciary capacity.
	Initial _______	the undersigned certifies that it is a broker-dealer registered pursuant to §15 of the Securities Exchange Act of 1934.
	Initial _______	the undersigned certifies that it is an organization described in §501(c) (3) of the Internal Revenue Code with total assets exceeding $5,000,000 and not formed for the specific purpose of investing in the Company.
	Initial _______	The undersigned certifies that it is a trust with total assets of at least $5,000,000, not formed for the specific purpose of investing in the Company, and whose purchase is directed by a person with such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of the prospective investment.
	Initial _______	the undersigned certifies that it is a plan established and maintained by a state or its political subdivisions, or any agency or instrumentality thereof, for the benefit of its employees, and which has total assets in excess of $5,000,000.
	Initial _______	the undersigned certifies that it is an insurance company as defined in §2(13) of the Securities Act, or a registered investment company.


 








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