Common use of No Material Misstatements or Omissions Clause in Contracts

No Material Misstatements or Omissions. At the respective -------------------------------------- times the Registration Statement, any Rule 462(b) Registration Statement and any post-effective amendments thereto became effective and at the Closing Time (and, if any U.S. Option Securities are purchased, at the Date of Delivery), the Registration Statement, the Rule 462(b) Registration Statement and any amendments and supplements thereto, did not and will not contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading, and neither the Prospectuses, nor any amendments of supplements thereto, at the time the Prospectuses or any such amendment or supplement thereto was issued and at the Closing Time (and, if any U.S. Option Securities are purchased, at the Date of Delivery) did not and will not include an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The representations and warranties in this subsection shall not apply to statements in or omissions from the Registration Statement or U.S. Prospectus made in reliance upon and in conformity with information furnished to the Company or the Manager in writing by any U.S. Underwriter through the U.S. Representatives expressly for use in the Registration Statement or U.S. Prospectus.

No Material Misstatements or Omissions. At the respective -------------------------------------- times the (i) The Registration Statement, any Rule 462(b) Registration Statement and any post-effective amendments thereto when it became effective and at the Closing Time (and, if any U.S. Option Securities are purchased, at the Date of Delivery), the Registration Statement, the Rule 462(b) Registration Statement and any amendments and supplements theretoeffective, did not and contain and, as amended or supplemented, if applicable, will not contain an any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading, (ii) the Registration Statement and neither the ProspectusesProspectus comply and, nor any amendments as amended or supplemented, if applicable, will comply in all material respects with the Securities Act and the applicable rules and regulations of supplements theretothe Commission thereunder, (iii) the Time of Sale Prospectus does not, and at the time of each sale of the Prospectuses or any such amendment or supplement thereto was issued Units in connection with the offering when the Prospectus is not yet available to prospective purchasers and at the Closing applicable Delivery Date, the Time of Sale Prospectus, as then amended or supplemented by the Partnership, if applicable, will not, include any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading and (v) the Prospectus does not include and, as amended or supplemented, if any U.S. Option Securities are purchasedapplicable, at the Date of Delivery) did not and will not include an any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The , except that the representations and warranties set forth in this subsection shall paragraph do not apply to statements in or omissions from in the Registration Statement Statement, the Time of Sale Prospectus or U.S. the Prospectus made in reliance based upon and in conformity with information relating to any Underwriter furnished to the Company or the Manager Partnership in writing by any U.S. such Underwriter through the U.S. Representatives you expressly for use therein, it being understood and agreed that the only such information furnished by the Underwriters consists of the information described as such in the Registration Statement or U.S. ProspectusSection 13 herein.

No Material Misstatements or Omissions. At the respective -------------------------------------- times the Registration Statement, any Rule 462(b) Registration Statement and any post-As of its effective amendments thereto became effective and at the Closing Time (and, if any U.S. Option Securities are purchased, at the Date of Delivery)date, the Registration StatementStatement did not, the Rule 462(b) Registration Statement and any amendments and supplements thereto, did does not and will not not, as then amended or supplemented, as of each Representation Date, contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading; as of its date the Prospectus did not, and neither the Prospectuses, nor any amendments of supplements thereto, at the time the Prospectuses or any such amendment or supplement thereto was issued and at the Closing Time (and, if any U.S. Option Securities are purchased, at the Date of Delivery) did does not and will not include not, as then amended or supplemented, as of each Representation Date, contain an untrue statement of a material fact or omit to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; each Permitted Free Writing Prospectus, if any, as of its date, did not include any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The ; each Permitted Free Writing Prospectus, if any, does not conflict with the information contained in the Registration Statement, and each such Permitted Free Writing Prospectus, as supplemented by and taken together with the Prospectus as of its date, did not and will not include any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, that the representations and warranties set forth in this subsection shall Section 2(e) do not apply to statements in or omissions from the Registration Statement Statement, the Prospectus or U.S. any Permitted Free Writing Prospectus made or any such amendment or supplement thereto in reliance upon and in conformity with written information furnished to the Company by or on behalf of the Manager in writing by any U.S. Underwriter through the U.S. Representatives expressly for use in the Registration Statement or U.S. Prospectustherein.

No Material Misstatements or Omissions. At the respective -------------------------------------- times the Registration Statement, any Rule 462(b) Registration Statement and any post-effective amendments thereto became effective and at the Closing Time (and, if any U.S. Option Securities are purchasedThe Preliminary Memorandum, at the Date of Delivery), the Registration Statement, the Rule 462(b) Registration Statement and any amendments and supplements theretodate thereof, did not and will not contain an any untrue statement of a material fact or omit to state a any material fact required to be stated therein or necessary to make the statements therein therein, in the light of the circumstances under which they were made, not misleading. At the Execution Time and on the Closing Date, the Final Memorandum did not and will not (and any amendment or supplement thereto at the date thereof and at the Closing Date will not) contain any untrue statement of a material fact, or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, that the Company makes no representation or warranty as to information contained in or omitted from the Preliminary Memorandum or the Final Memorandum, or any amendment or supplement thereto, in reliance upon, and neither in conformity with, written information furnished to the ProspectusesCompany by or on behalf of the Initial Purchasers, nor any amendments specifically for inclusion therein. The documents incorporated or deemed to be incorporated by reference in the Preliminary Memorandum or the Final Memorandum at the time they were or hereafter are filed with the Commission complied and will comply in all material respects with the requirements of supplements theretothe Exchange Act, and when read together with the other information in the Final Memorandum, at the time the Prospectuses or any such amendment or supplement thereto Final Memorandum was issued and at the Closing Time (andDate, if any U.S. Option Securities are purchased, at the Date of Delivery) did do not and will not include an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The representations and warranties in this subsection shall not apply to statements in or omissions from the Registration Statement or U.S. Prospectus made in reliance upon and in conformity with information furnished to the Company or the Manager in writing by any U.S. Underwriter through the U.S. Representatives expressly for use in the Registration Statement or U.S. Prospectus.

No Material Misstatements or Omissions. At the respective -------------------------------------- times the Registration Statement, any Rule 462(b) Registration Statement and any post-effective amendments thereto became effective and at the Closing Time (and, if any U.S. International Option Securities are purchased, at the Date of Delivery), the Registration Statement, the Rule 462(b) Registration Statement and any amendments and supplements thereto, did not and will not contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading, and neither the Prospectuses, nor any amendments of supplements thereto, at the time the Prospectuses or any such amendment or supplement thereto was issued and at the Closing Time (and, if any U.S. International Option Securities are purchased, at the Date of Delivery) did not and will not include an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The representations and warranties in this subsection shall not apply to statements in or omissions from the Registration Statement or U.S. International Prospectus made in reliance upon and in conformity with information furnished to the Company or the Manager in writing by any U.S. Underwriter International Manager through the U.S. Representatives ▇▇▇▇▇▇▇ ▇▇▇▇▇ International expressly for use in the Registration Statement or U.S. International Prospectus.

No Material Misstatements or Omissions. At the respective -------------------------------------- times the Registration Statement, any Rule 462(b) Registration Statement and any post-effective amendments thereto became effective and at the Closing Time (and, if any U.S. International Option Securities are purchased, at the Date of Delivery), the Registration Statement, the Rule 462(b) Registration Statement and any amendments and supplements thereto, did not and will not contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading, and neither the Prospectuses, nor any amendments of supplements thereto, at the time the Prospectuses or any such amendment or supplement thereto was issued and at the Closing Time (and, if any U.S. International Option Securities are purchased, at the Date of Delivery) did not and will not include an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The representations and warranties in this subsection shall not apply to statements in or omissions from the Registration Statement or U.S. International Prospectus made in reliance upon and in conformity with information furnished to the Company or the Manager in writing by any U.S. Underwriter through the U.S. Representatives International Manager expressly for use in the Registration Statement or U.S. International Prospectus.

No Material Misstatements or Omissions. At the respective -------------------------------------- times Neither the Registration StatementStatement nor any amendment thereto contained, any Rule 462(b) Registration Statement and any post-effective amendments thereto became effective and at the Closing Time (and, if any U.S. Option Securities are purchased, at the Date of Delivery), the Registration Statement, the Rule 462(b) Registration Statement and any amendments and supplements thereto, did not and contains or will not contain an untrue statement of a material fact or omitted, omits or will omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading. As of each Applicable Time, and neither (A) the ProspectusesGeneral Disclosure Package nor (B) any Issuer Limited Use Free Writing Prospectus, nor any amendments of supplements theretowhen considered together with the General Disclosure Package, at the time the Prospectuses included, includes or any such amendment or supplement thereto was issued and at the Closing Time (and, if any U.S. Option Securities are purchased, at the Date of Delivery) did not and will not include an untrue statement of a material fact or omitted, omits or will omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. Neither the Prospectus nor any amendment or supplement thereto (including any prospectus wrapper), as of its issue date, at the time of any filing with the Commission pursuant to Rule 424(b) and at each Settlement Date, included, includes or will include an untrue statement of a material fact or omitted, omits or will omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The representations and warranties in this subsection shall not apply to statements in or omissions from the Registration Statement (or U.S. any amendment thereto), the General Disclosure Package or the Prospectus (or any amendment or supplement thereto) made in reliance upon and in conformity with written information furnished to the Company or the Manager in writing Partnership by any U.S. Underwriter through the U.S. Representatives Manager expressly for use in therein (the Registration Statement or U.S. Prospectus“Manager Information”).

No Material Misstatements or Omissions. At the respective -------------------------------------- times Neither the Registration StatementStatement nor any amendment thereto contained, any Rule 462(b) Registration Statement and any post-effective amendments thereto became effective and at the Closing Time (and, if any U.S. Option Securities are purchased, at the Date of Delivery), the Registration Statement, the Rule 462(b) Registration Statement and any amendments and supplements thereto, did not and contains or will not contain an untrue statement of a material fact or omitted, omits or will omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading. As of each Applicable Time, and neither (A) the ProspectusesGeneral Disclosure Package nor (B) any individual Issuer Limited Use Free Writing Prospectus, nor any amendments of supplements theretowhen considered together with the General Disclosure Package, at the time the Prospectuses included, includes or any such amendment or supplement thereto was issued and at the Closing Time (and, if any U.S. Option Securities are purchased, at the Date of Delivery) did not and will not include an untrue statement of a material fact or omitted, omits or will omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. Neither the Prospectus nor any amendment or supplement thereto, as of its issue date, at the time of any filing with the Commission pursuant to Rule 424(b) and at each Settlement Date, included, includes or will include an untrue statement of a material fact or omitted, omits or will omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The representations and warranties in this subsection shall not apply to statements in or omissions from the Registration Statement (or U.S. any amendment or supplement thereto), the DB1/ 122710338.6 General Disclosure Package or the Prospectus (or any amendment or supplement thereto) made in reliance upon and in conformity with written information furnished to the Company or the Manager in writing Partnership by any U.S. Underwriter through the U.S. Representatives Manager expressly for use in therein (the Registration Statement or U.S. Prospectus“Manager Information”).