Common use of Required Representations by Parties Clause in Contracts

Required Representations by Parties. (i) The transferor and transferee(s) shall provide to the General Partner, in connection with any proposed Transfer (other than a Permitted Transfer), written representations to the effect that: (A) The proposed Transfer will not be effected on or through (1) a United States national, regional or local securities exchange (including, without limitation, NASDAQ), (2) a foreign securities exchange or (3) an interdealer quotation system that regularly disseminates firm buy or sell quotations by identified brokers or dealers; and (B) Such Person is not, and its proposed Transfer or acquisition (as the case may be) will not be made by, through or on behalf of (1) a Person, such as a broker or a dealer, making a market in Units, or (2) a Person who makes available to the public bid or offer quotes with respect to Units. (ii) The transferor and transferee(s) shall provide such additional written representations as the General Partner reasonably may request. (iii) The General Partner and counsel to the Partnership shall be permitted to rely upon any representations made by the transferor and transferee(s), whether pursuant to clauses (A) or (B) of Section 9.2(d)(i) or otherwise, and on written representations from other Partners made prior to or contemporaneously with such proposed Transfer. The General Partner, in its sole discretion, may waive its right to obtain any representations otherwise required by clause (i) of this Section 9.2(d).

Required Representations by Parties. (ia) The transferor and transferee(s) shall provide to the General Partner, in connection with any proposed Transfer (other than a Permitted Transfer), written representations to the effect that: (A1) The proposed Transfer will not be effected on or through (1A) a United States national, regional or local securities exchange (including, without limitation, NASDAQ)exchange, (2B) a foreign securities exchange or (3C) an interdealer quotation system that regularly disseminates firm buy or sell quotations by identified brokers or dealersdealers (including, without limitation, the Nasdaq Stock Market (“Nasdaq”)); and (B2) Such Person is not, and its proposed Transfer or acquisition (as the case may be) will not be made by, through or on behalf of (1A) a Person, such as a broker or a dealer, making a market in Unitsinterests in the Partnership, or (2B) a Person who makes available to the public bid or offer quotes with respect to Unitsinterests in the Partnership. (iib) The transferor and transferee(s) shall provide such additional written representations as the General Partner reasonably may request. (iiic) The General Partner and counsel to the Partnership shall be permitted to rely upon any representations made by the transferor and transferee(s), whether pursuant to clauses (A11.2.5(a) or (B) of Section 9.2(d)(i11.2.5(b) or otherwise, and on written representations from other Partners made prior to or contemporaneously with such proposed Transfer. The General Partner, in its sole discretion, may waive its right to obtain any representations otherwise required by clause (i) of this Section 9.2(d11.2.5(a).