Common use of Advertisements Clause in Contracts

Advertisements. Any advertising, sales literature or other promotional material (including “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Adviser used in connection with the public offering of the Shares (collectively, “Sales Material”) does 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, in light of the circumstances under which they were made, not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, the 1940 Act, the Rules and Regulations and the rules and interpretations of the FINRA (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters furnished to the Fund or the Adviser on behalf of the Underwriters by the Representative expressly for use therein), including any requirement to file any Rule 482 Statement.

Advertisements. Any advertising, sales literature or other promotional material (including but not limited to “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Adviser used in connection with the public offering of the Shares (collectively, “Sales Material”) does 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, in light of the circumstances under which they were made, not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, the 1940 Act, the Rules and Regulations and the rules and interpretations of the FINRA (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters Underwriter furnished to the Fund or the Adviser by or on behalf of the Underwriters by the Representative Underwriter through you expressly for use therein), including any requirement to file any Rule 482 Statement.

Advertisements. Any advertising, sales literature or other promotional material (including “"prospectus wrappers,” “" "broker kits,” “" "road show slides” " and “"road show scripts” " and “"electronic road show presentations”") authorized in writing by or prepared by the Fund or the Adviser used in connection with the public offering of the Shares (collectively, “"Sales Material”") does 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, therein in light of the circumstances under which they were made, made not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, the 1940 Act, the Rules and Regulations and the rules and interpretations of the FINRA NASD (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters any Underwriter furnished to the Fund by or the Adviser on behalf of the Underwriters by the Representative any Underwriter through you expressly for use therein), including any requirement to file any Rule 482 Statement.

Advertisements. Any advertising, sales literature or other promotional material (including “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Adviser Company used in connection with the public offering of the Shares Securities (collectively, “Sales Material”) does 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, therein in light of the circumstances under which they were made, made not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, Act and the 1940 Act, the Rules and Regulations Act and the rules and interpretations of the FINRA (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters any Underwriter furnished to the Fund Company by or the Adviser on behalf of the Underwriters by the Representative any Underwriter expressly for use therein), including any requirement to file any Rule 482 Statement.

Advertisements. Any advertising, sales literature or other promotional material (including “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the either Adviser used in connection with the public offering of the Shares (collectively, “Sales Material”) does 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, therein in light of the circumstances under which they were made, made not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, the 1940 Act, the Rules and Regulations and the rules and interpretations of the FINRA (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters Agent furnished to the Fund by or the Adviser on behalf of the Underwriters by the Representative Agent through you expressly for use therein), including any requirement to file any Rule 482 Statement.

Advertisements. Any advertising, sales literature or other promotional material (including “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Adviser used in connection with the public offering of the Shares (collectively, “Sales MaterialSALES MATERIAL”) does 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, in light of the circumstances under which they were made, not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, the 1940 Act, the Rules and Regulations and the rules and interpretations of the FINRA (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters any Underwriter furnished to the Fund by or the Adviser on behalf of the Underwriters by the Representative any Underwriter through you expressly for use therein), including any requirement to file any Rule 482 Statement.

Advertisements. Any advertising, sales literature or other promotional material (including “prospectus wrappers,” “broker kits,” “road show slides,” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Investment Adviser used in connection with the public offering of the Shares (collectively, “Sales Material”) does 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, in light of the circumstances under which they were made, not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, the 1940 ActActs, the Rules and Regulations and the rules and interpretations of the FINRA (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters any Underwriter furnished to the Fund by or the Adviser on behalf of the Underwriters by the Representative any Underwriter through you expressly for use therein), including any requirement to file any Rule 482 StatementOmitting Prospectus.

Advertisements. Any advertising, sales literature or other promotional material (including “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Adviser Company used in connection with the public offering of the Shares (collectively, “Sales Material”) does 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, therein in light of the circumstances under which they were made, made not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, Act and the 1940 Act, the Rules and Regulations Act and the rules and interpretations of the FINRA NASD (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters any Underwriter furnished to the Fund Company by or the Adviser on behalf of the Underwriters by the Representative any Underwriter expressly for use therein), including any requirement to file any Rule 482 Statement.

Advertisements. Any advertising, sales literature or other promotional material (including “prospectus wrappers,” “broker kits,” “electronic road show presentations,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Adviser used in connection with the public offering issuance and sale of the Shares to the Investors (collectively, “Sales MaterialSALES MATERIAL”) does 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, therein in light of the circumstances under which they were made, made not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, the 1940 Act, the Rules and Regulations and the rules and interpretations of the FINRA NASD (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters Placement Agent furnished to the Fund by or the Adviser on behalf of the Underwriters by the Representative Placement Agent through you expressly for use therein), including any requirement to file any Rule 482 Statement.

Advertisements. Any advertising, sales literature or literature, other promotional material (including “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) or any other prospectus authorized in writing by or prepared by the Fund or the Investment Adviser used in connection with the public offering of the Shares (collectively, “Sales Material”) does 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, in light of the circumstances under which they were made, not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, the 1940 ActActs, the Rules and Regulations and the rules and interpretations of the FINRA (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters any Underwriter furnished to the Fund by or the Adviser on behalf of the Underwriters by the Representative any Underwriter through you expressly for use therein), including any requirement to file any Rule 482 StatementOmitting Prospectus.

Advertisements. Any advertising, sales literature or other promotional material (including “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Adviser used in connection with the public offering of the Shares (collectively, “Sales MaterialSALES MATERIAL”) does 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, in light of the circumstances under which they were made, not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, the 1940 Act, the Rules and Regulations and the rules and interpretations of the FINRA (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters any Underwriter furnished to the Fund by or the Adviser on behalf of the Underwriters by the Representative any Underwriter through you expressly for use therein), including any requirement to file any Rule 482 Statement.

Advertisements. Any advertising, sales literature or other promotional material (including but not limited to “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Adviser used in connection with the public offering of the Shares (collectively, “Sales Material”) does 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, in light of the circumstances under which they were made, not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, the 1940 Act, the Rules and Regulations and the rules and interpretations of the FINRA (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters furnished to the Fund or the Adviser by or on behalf of the Underwriters by the Representative Representatives expressly for use therein), including any requirement to file any Sales Material pursuant to Rule 482 Statementunder the 1933 Act.

Advertisements. Any advertising, sales literature or other promotional material (including “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Adviser used in connection with the public offering of the Shares (collectively, “Sales Material”) does 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, therein in light of the circumstances under which they were made, made not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, the 1940 Act, the Rules and Regulations and the rules and interpretations of the FINRA NASD (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters any Underwriter furnished to the Fund by or the Adviser on behalf of the Underwriters by the Representative any Underwriter through you expressly for use therein), including any requirement to file any Rule 482 Statement.

Advertisements. Any advertising, sales literature or other promotional material (including but not limited to “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Adviser used in connection with the public offering of the Shares (collectively, “Sales Material”) does 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, in light of the circumstances under which they were made, not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, the 1940 Act, the Rules and Regulations and the rules and interpretations of the FINRA (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters furnished to the Fund or the Adviser by or on behalf of the Underwriters by the Representative expressly for use therein), including any requirement to file any Rule 482 Statement.

Advertisements. Any advertising, sales literature or other promotional material (including “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Investment Adviser used in connection with the public offering of the Shares (collectively, “Sales Material”) does 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, in light of the circumstances under which they were made, not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, the 1940 ActActs, the Rules and Regulations and the rules and interpretations of the FINRA (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters any Underwriter furnished to the Fund by or the Adviser on behalf of the Underwriters by the Representative any Underwriter through you expressly for use therein), including any requirement to file any Rule 482 StatementOmitting Prospectus.

Advertisements. Any advertising, sales literature or other promotional material (including “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Adviser Company used in connection with the public offering of the Shares (collectively, “Sales Material”) does 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, therein in light of the circumstances under which they were made, made not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, the 1940 Act, the Rules and Regulations and the rules and interpretations of the FINRA National Association of Securities Dealers, Inc. (the “NASD”) (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters any Underwriter furnished to the Fund Company by or the Adviser on behalf of the Underwriters by the Representative any Underwriter through you expressly for use therein), including any requirement to file any Rule 482 Statement.

Advertisements. Any advertising, sales literature or other promotional material (including “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Adviser used in connection with the public offering of the Shares (collectively, “Sales Material”) does 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, in light of the circumstances under which they were made, not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, the 1940 Act, the Rules and Regulations and the rules and interpretations of the FINRA (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters Underwriter furnished to the Fund or the Adviser by or on behalf of the Underwriters by the Representative Underwriter through you expressly for use therein), including any requirement to file any Rule 482 Statement.

Advertisements. Any advertising, sales literature or other promotional material (including “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Adviser used in connection with the public offering of the Shares (collectively, “Sales MaterialSALES MATERIAL”) does 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, in light of the circumstances under which they were made, not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, the 1940 Act, the Rules and Regulations and the rules and interpretations of the FINRA NASD (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters any Underwriter furnished to the Fund by or the Adviser on behalf of the Underwriters by the Representative any Underwriter through you expressly for use therein), including any requirement to file any Rule 482 Statement.

Advertisements. Any As of the respective times of use, any advertising, sales literature or other promotional material (including “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Adviser Company used in connection with the public offering of the Shares (collectively, “Sales Material”) does 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, therein in light of the circumstances under which they were made, made not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, Act and the 1940 Act, the Rules and Regulations Act and the rules and interpretations of the FINRA (except that this representation and warranty does not apply to include statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters Underwriter furnished to the Fund Company by or the Adviser on behalf of the Underwriters by the Representative Underwriter expressly for use therein), including any requirement to file any Rule 482 Statement.

Advertisements. Any advertising, sales literature or other promotional material (including “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Adviser used in connection with the public offering of the Shares (collectively, “Sales Material”) does 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, in light of the circumstances under which they were made, not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, the 1940 Act, the Rules and Regulations and the rules and interpretations of the FINRA (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters Underwriter furnished to the Fund by or the Adviser on behalf of the Underwriters by the Representative Underwriter through you expressly for use therein), including any requirement to file any Rule 482 Statement.

Advertisements. Any As of the respective times of use, any advertising, sales literature or other promotional material (including “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Adviser Company used in connection with the public offering of the Shares (collectively, “Sales Material”) does 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, therein in light of the circumstances under which they were made, made not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, Act and the 1940 Act, the Rules and Regulations Act and the rules and interpretations of the FINRA (except that this representation and warranty does not apply to include statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters furnished to the Fund or Company by any Underwriter through the Adviser on behalf of the Underwriters by the Representative Representatives expressly for use therein), including any requirement to file any Rule 482 Statement.

Advertisements. Any advertising, sales literature or other promotional material (including “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Adviser Company used in connection with the public offering of the Shares (collectively, “Sales Material”) does 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, therein in light of the circumstances under which they were made, made not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, Act and the 1940 Act, the Rules and Regulations Act and the rules and interpretations of the FINRA (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters any Underwriter furnished to the Fund Company by or the Adviser on behalf of the Underwriters by the Representative any Underwriter expressly for use therein), including any requirement to file any Rule 482 Statement.

Advertisements. Any advertising, sales literature or other promotional material (including but not limited to “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund Company or the Adviser used in connection with the public offering of the Shares Term Preferred Stock (collectively, “Sales Material”) does 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, in light of the circumstances under which they were made, not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, the 1940 Act, the Rules and Regulations and the rules and interpretations of the FINRA (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters Agents furnished to the Fund Company or the Adviser by or on behalf of the Underwriters by the Representative Agents through you expressly for use therein), including any requirement to file any supplement to the Prospectus or pricing supplements prepared in accordance with the provisions of Rule 482 Statementof the 1933 Act.

Advertisements. Any advertising, sales literature or other promotional material (including “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Adviser Company used in connection with the public offering of the Shares (collectively, “Sales Material”) does 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, therein in light of the circumstances under which they were made, made not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, the 1940 Act, the Rules and Regulations and the rules and interpretations of the FINRA NASD (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters any Underwriter furnished to the Fund Company by or the Adviser on behalf of the Underwriters by the Representative any Underwriter through you expressly for use therein), including any requirement to file any Rule 482 Statement.

Advertisements. Any advertising, sales literature or other promotional material (including “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Adviser Company used in connection with the public offering of the Shares (collectively, “Sales Material”) does 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, therein in light of the circumstances under which they were made, made not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, the 1940 Act, the Rules and Regulations and the rules and interpretations of the FINRA National Association of Securities Dealers, Inc. (the “NASD”) (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters Placement Agent furnished to the Fund Company by or the Adviser on behalf of the Underwriters by the Representative Placement Agent through you expressly for use therein), including any requirement to file any Rule 482 Statement.

Advertisements. Any advertising, sales literature or other promotional material (including “prospectus wrappers,” “broker kits,” “electronic road show presentations,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Adviser used in connection with the public offering of the Shares (collectively, “Sales MaterialSALES MATERIAL”) does 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, therein in light of the circumstances under which they were made, made not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, the 1940 Act, the Rules and Regulations and the rules and interpretations of the FINRA NASD (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters Underwriter furnished to the Fund by or the Adviser on behalf of the Underwriters by the Representative Underwriter through you expressly for use therein), including any requirement to file any Rule 482 Statement.

Advertisements. Any advertising, sales literature or other promotional material (including but not limited to “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Adviser used in connection with the public offering of the Shares (collectively, “Sales Material”) does 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, in light of the circumstances under which they were made, not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, the 1940 Act, the Rules and Regulations and the rules and interpretations of the FINRA (except that this representation and warranty does not apply to statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters Underwriter furnished to the Fund or the Adviser by or on behalf of the Underwriters by the Representative through you expressly for use therein), including any requirement to file any Rule 482 Statement.

Advertisements. Any As of the respective times of use, any advertising, sales literature or other promotional material (including “prospectus wrappers,” “broker kits,” “road show slides” and “road show scripts” and “electronic road show presentations”) authorized in writing by or prepared by the Fund or the Adviser Company used in connection with the public offering of the Shares (collectively, “Sales Material”) does 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, therein in light of the circumstances under which they were made, made not misleading. Moreover, all Sales Material complied and will comply in all material respects with the applicable requirements of the 1933 Act, Act and the 1940 Act, the Rules and Regulations Act and the rules and interpretations of the FINRA (except that this representation and warranty does not apply to include statements in or omissions from the Sales Material made in reliance upon and in conformity with written information relating to the Underwriters furnished to the Fund or the Adviser on behalf of the Underwriters Company by any Underwriter through the Representative expressly for use therein), including any requirement to file any Rule 482 Statement.