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manager pursuant to the trust or other agreement or instrument | under which the security is issued; |
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| B.__The issuer of an equipment trust certificate or similar | security serving the same purpose is the person by which the | property is or will be used or to which the property or | equipment is or will be leased or conditionally sold or that | is otherwise contractually responsible for ensuring payment | of the certificate; |
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| C.__The issuer of a fractional undivided interest in an oil, | gas or other mineral lease or in payments out of production | under a lease, right or royalty is the owner of an interest | in the lease or in payments out of production under a lease, | right or royalty, whether whole or fractional, that creates | fractional interests for the purpose of sale; or |
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| D.__The issuer of a fractional or pooled interest in a | viatical or life settlement contract is the person who | creates, for the purpose of sale, the fractional or pooled | interest. The issuer of a viatical or life settlement | contract that is not fractionalized or pooled is the person | effecting the transaction with the investor in such a | contract but does not include a broker-dealer or sales | representative. |
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| | 18.__Nonissuer transaction; nonissuer distribution. "Nonissuer | transaction" or "nonissuer distribution" means a transaction or | distribution not directly or indirectly for the benefit of the | issuer. |
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| | 19.__Offer to purchase. "Offer to purchase" includes an | attempt or offer to obtain, or solicitation of an offer to sell, | a security or interest in a security for value.__"Offer to | purchase" does not include a tender offer that is subject to | Section 14(d) of the federal Securities Exchange Act of 1934, 15 | United States Code, Section 78n(d). |
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| | 20.__Person. "Person" means an individual; corporation; | business trust; estate; trust; partnership; limited liability | company; association; joint venture; government; governmental | subdivision, agency or instrumentality; public corporation; or | any other legal or commercial entity. |
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| | 21.__Place of business. "Place of business" of a broker- | dealer, an investment adviser or a federal covered investment | adviser means: |
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| A.__An office at which the broker-dealer, investment adviser or | federal covered investment adviser regularly provides |
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