Common use of Due Diligence; Adequate Disclosure Clause in Contracts

Due Diligence; Adequate Disclosure. By signing below and signing each Subscription Agreement, you hereby acknowledge (or reaffirm, in the latter case) that, prior to entering into this Agreement, your firm satisfied itself that it has reasonable grounds to believe, based upon information and other relevant materials made available to you by the Partnership, that all material facts are adequately and accurately disclosed in the Prospectus and provide a basis for evaluation of an investment in the Interests (as is provided in Rule 2810(b)(3)(A), (B) and (C) of the FINRA Conduct Rules). In determining the adequacy of the disclosed facts, you shall obtain information on material facts relating at a minimum to the following, if relevant in view of the nature of the Partnership: (i) items of compensation; (ii) physical properties; (iii) tax aspects; (iv) financial stability and experience of the General Partner; (v) the Partnership’s conflicts and risk factors; and (vi) appraisals and other pertinent reports. You further acknowledge that you did not, and may not, rely upon the investigation conducted by us in our capacity as Dealer-Manager (because of our affiliation with the General Partner and the Partnership) or by any other Selling Dealers, unless in the latter case all of the conditions set forth in Rule 2810(b)(3)(C) of the FINRA Conduct Rules have been met.

Appears in 2 contracts

Samples: Selling Dealer Agreement (ICON Equipment & Corporate Infrastructure Fund Fourteen, L.P.), Selling Dealer Agreement (ICON Equipment & Corporate Infrastructure Fund Fourteen, L.P.)

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Due Diligence; Adequate Disclosure. By signing below and signing each Subscription Agreement, you hereby acknowledge (or reaffirm, in the latter case) that, prior to entering into this Agreement, your firm satisfied itself that it has reasonable grounds to believe, based upon on information and other relevant materials made available to you by the Partnership, that all material facts are adequately and accurately disclosed in the Prospectus and provide a basis for evaluation of an investment in the Interests Units (as is provided in Rule 2810(b)(3)(ASections 4(a), (Bb) and (Cc) of the FINRA Conduct RulesAppendix F). In determining the adequacy of the disclosed facts, facts you shall obtain information on material facts relating at a minimum to the following, if relevant in view of the nature of the Partnership: (i) items of compensation; (ii) physical properties; (iii) tax aspects; (iv) financial stability and experience of the General Partner; (v) the Partnership’s 's conflicts and risk factors; and (vi) appraisals and other pertinent reports. You further acknowledge that you did not, and may not, rely upon the investigation conducted by us in our capacity as Dealer-Manager (because of our affiliation with the General Partner and the PartnershipPartner) or by any other Selling Dealers, unless in the latter case all of the conditions set forth in Rule 2810(b)(3)(CSection 4(c) of the FINRA Conduct Rules Appendix F have been met.

Appears in 1 contract

Samples: Selling Dealer Agreement (Icon Income Fund Eight /De)

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Due Diligence; Adequate Disclosure. By signing below and signing each Subscription Agreement, you hereby acknowledge (or reaffirm, in the latter case) that, prior to entering into this Agreement, your firm satisfied itself that it has reasonable grounds to believe, based upon on information and other relevant materials made available to you by the Partnership, that all material facts are adequately and accurately disclosed in the Prospectus and provide a basis for evaluation of an investment in the Interests Units (as is provided in Rule 2810(b)(3)(ASections 4(a), (Bb) and (Cc) of the FINRA Conduct RulesAppendix F). In determining the adequacy of the disclosed facts, facts you shall obtain information on material facts relating at a minimum to the following, if relevant in view of the nature of the Partnership: (i) items of compensation; (ii) physical properties; (iii) tax aspects; (iv) financial stability and experience of the General Partner; (v) the Partnership’s 's conflicts and risk factors; factors and (vi) appraisals and other pertinent reports. You further acknowledge that you did not, and may not, rely upon the investigation conducted by us in our capacity as Dealer-Manager (because of our affiliation with the General Partner and the PartnershipPartner) or by any other Selling Dealers, unless in the latter case all of the conditions set forth in Rule 2810(b)(3)(CSection 4(c) of the FINRA Conduct Rules Appendix F have been met.

Appears in 1 contract

Samples: Dealer Manager Agreement (Icon Income Fund Eight /De)

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