/Docs/G/SeriesSeed-Cooley-CmA/notes/Convertible_Promissory_Note/0.md
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The {_Company} has exercised reasonable care to determine whether any {_Company} Covered Person (as defined below) is subject to any of the "bad actor" disqualifications described in Rule 506(d)(1)(i) through (viii), as modified by Rules 506(d)(2) and (d)(3), under the Act ("{DefT.Disqualification_Events}"). To the {_Company}'s knowledge, no {_Company} Covered Person is subject to a Disqualification Event. The {_Company} has complied, to the extent required, with any disclosure obligations under Rule 506(e) under the Act. For purposes of this Note, "{DefT.Company_Covered_Persons}" are those persons specified in Rule 506(d)(1) under the Act; provided, however, that {_Company} Covered Persons do not include (a) any Holder, or (b) any person or entity that is deemed to be an affiliated issuer of the {_Company} solely as a result of the relationship between the {_Company} and any Holder.