Common use of Offering by the Purchasers Clause in Contracts

Offering by the Purchasers. The Trust and each of the Shareholders, hereby confirms that it has authorized the use of the Pricing Disclosure Package and the Offering Circular in connection with the offer and sale of the Securities by the Purchasers. The several Purchasers propose to offer the Securities for sale upon the terms and conditions set forth in this Agreement and the Offering Circular and each Purchaser hereby represents and warrants to, and agrees with the Trust that: (a) It will offer and sell the Securities only to persons who it reasonably believes are “qualified institutional buyers” (“QIBs”) within the meaning of Rule 144A under the Act in transactions meeting the requirements of Rule 144A; (b) It is an Institutional Accredited Investor; and (c) It will not offer or sell the Securities by any form of general solicitation or general advertising, including but not limited to the methods described in Rule 502(c) under the Act.