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than the underwriters, with a specification of the person or | | class; the basis on which the offering is to be made if | | otherwise than for cash; the estimated aggregate underwriting | | and selling discounts or commissions and finder's fees, | | including separately cash, securities, contracts or anything | | else of value to accrue to the underwriters or finders in | | connection with the offering or, if the selling discounts or | | commissions are variable, the basis of determining them and | | their maximum and minimum amounts; the estimated amounts of | | other selling expenses, including legal, engineering and | | accounting charges; the name and address of each underwriter | | and each recipient of a finder's fee; a copy of any | | underwriting or selling group agreement under which the | | distribution is to be made or the proposed form of any such | | agreement whose terms have not yet been determined; and a | | description of the plan of distribution of any securities that | | are to be offered otherwise than through an underwriter; |
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| | | I.__The estimated monetary proceeds to be received by the | | issuer from the offering; the purposes for which the | | proceeds are to be used by the issuer; the estimated amount | | to be used for each purpose; the order or priority in which | | the proceeds will be used for the purposes stated; the | | amounts of any funds to be raised from other sources to | | achieve the purposes stated; the sources of the funds; and, | | if a part of the proceeds is to be used to acquire property, | | including goodwill, otherwise than in the ordinary course of | | business, the names and addresses of the vendors, the | | purchase price, the names of any persons that have received | | commissions in connection with the acquisition and the | | amounts of the commissions and other expenses in connection | | with the acquisition, including the cost of borrowing money | | to finance the acquisition; |
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| | | J.__A description of any stock options or other security | | options outstanding, or to be created in connection with the | | offering, and the amount of those options held or to be held | | by each person required to be named in paragraph B, D, E, F | | or H and by any person that holds or will hold 10% or more | | in the aggregate of those options; |
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| | | K.__The dates of, parties to and general effect concisely | | stated of each managerial or other material contract made or | | to be made otherwise than in the ordinary course of business | | to be performed in whole or in part at or after the filing | | of the registration statement or that was made within the | | previous 2 years and a copy of the contract; |
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