(1) any natural person whose individual net worth (or joint net worth with that person’s spouse, if applicable) at the time of purchase exceeds $1,000,000 (excluding the value of their primary residence). (For purposes of calculating your net worth, you should exclude as an asset the value of your primary residence and exclude as a liability any debt (i) incurred more than 60 days before the time of your investment and (ii) secured by your primary residence up to the amount of debt not exceeding the fair market value of your primary residence.); or
(2) any natural person who had an individual net income in excess of $200,000 (or $300,000 with spouse) in each of the two most recent years and who reasonably expects an income in excess of $200,000 (or $300,000 with spouse) in the current year; or
(3) any Employee Benefit Plan within the meaning of the Employee Retirement Income Securities Act of 1974 if the investment decision is made by a planned fiduciary as defined in Section 3(21) of such Act, which is either a bank, savings and loan association, insurance company or registered investment adviser, or if the Employee Benefit Plan has total assets in excess of $5,000,000, or if a self-directed plan with investment decisions made solely by persons that are accredited investors; or
(4) any trust, with total assets in excess of $5,000,000, not formed for the specific purpose of acquiring the securities offered, whose purchase is directed by a sophisticated person; or
(5) any entity in which all of the equity owners are accredited investors.