Common use of Public Offering of the Securities Clause in Contracts

Public Offering of the Securities. The Representative hereby advises the Partnership that the Underwriters intend to offer for sale to the public, as described in the Pricing Disclosure Package and the Prospectus, their respective portions of the Securities as soon after the Execution Time as the Representative, in its sole judgment, has determined is advisable and practicable. The Underwriters have not offered or sold and will not offer or sell, without the Partnership’s consent, any Securities by means of any “free writing prospectus” (as defined in Rule 405 under the Act) that is required to be filed by the Underwriters with the Commission pursuant to Rule 433 under the Act, other than a Permitted Free Writing Prospectus; provided that (i) no such consent shall be required with respect to any such issuer information contained in any document filed by the Issuers with the Commission prior to the use of such free writing prospectus and (ii) “issuer information,” as used in this Section 2(c), shall not be deemed to include information prepared by or on behalf of such Underwriter on the basis of or derived from issuer information.