Offer of Interests. Neither the Company nor anyone acting on its behalf has taken or will take any action that would subject the issuance and sale of the Interests to the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”).
Offer of Interests. Neither the Trust Company nor any Person authorized to act on its behalf has directly or indirectly offered any interest in the Trust Estate or under the Declaration of Trust or any interests similar thereto or the Instruments or any similar security, or offered any thereof for sale to, or solicited any offer to buy any thereof from, or otherwise approached or negotiated with respect thereto with, any Person, which offer or solicitation would require registration under the Securities Act.
Offer of Interests. The offer of interests in the Partnership has been made in accordance with all applicable laws. All licenses, approvals, consents, filings or registrations required by the Partnership, the General Partner [and/or the Manager] for the formation of the Partnership and the carrying out of its activities, the due execution, delivery or performance of [the Management Agreement,] this Agreement and the Partnership Agreement, and the due acceptance of the Applicant as a Limited Partner have been duly obtained, received, filed or registered (as applicable).
Offer of Interests. During the Initial Offering Period, each Series of the Trust shall offer at a price of $100 per Interest, a maximum of 1,000,000 Interests ($100,000,000), including the Interests of the Manager. No fractional Interests shall be issued during the Initial Offering Period. Each Interest Holder whose subscription for Interests in a Series has been accepted by the Manager on behalf of such Series shall make a Capital Contribution to the Trust of at least $25,000 per Series in increments of $1000 unless the Manager in its discretion permits an Interest Holder to make a smaller Capital Contribution. The offering shall be made pursuant to and on the terms and conditions set forth in the Offering Memorandum. The Manager shall make such arrangements for the sale of the Interests as it deems appropriate. · Effect of the Saleof at least 40,000 Interests of the Unleveraged Series or 20,000 Interests of the Leveraged Series. In the event that at least 40,000 Interests of the Unleveraged Series or 20,000 Interests of the Leveraged Series, excluding the Interests of the Manager and the Initial Interest Holder, offered pursuant to the Offering Memorandum are sold during the Initial Offering Period, the Manager will admit all accepted subscribers in such Series as Interest Holders by executing on behalf of such Interest Holders this Trust Agreement, pursuant to the Power of Attorney set forth in the Subscription Agreement, and by making an entry on the books and records of the Trust reflecting that such subscribers have been admitted as Interest Holders, as soon as practicable after the termination of the Initial Offering Period. Accepted subscribers will be deemed Interest Holders at such time as such admission is reflected on the books and records of the Trust. · Effect of the Saleof Less than 40,000 Interests of the Unleveraged Series or 20,000 Interests of the Leveraged Series. In the event that at least 40,000 Interests of the Unleveraged Series or 20,000 Interests of the Leveraged Series, excluding the Interests of the Manager and the Initial Interest Holder, offered pursuant to the Offering Memorandum are not sold during the Initial Offering Period, subscriptions in such Series will be canceled and the related subscription payments, together with interest earned thereon, if any, if the interest on a subscription payment equals $10 or more, will be returned to each subscriber in such Series no later than ten (10) Business Days after the conclusion of the Initial Offer...
Offer of Interests. Assuming the representations set forth in Section 3.1 and those made by any other subscriber in any other subscription agreement for the purchase of an Interest are true, neither the Partnership nor the General Partner nor anyone acting on their respective behalves has taken or will take any action that would subject the issuance or sale of any interest in the Partnership acquired by the Subscriber to the registration and prospectus delivery provisions of the Securities Act.
Offer of Interests. None of the General Partner, the Partnership or any agent acting on behalf of the General Partner or the Partnership has, directly or indirectly, offered the Interests or solicited an offer to acquire the Interests from any person so as to require registration of the issuance and sale of the Interests sold to the undersigned or the Other Purchasers under the provisions of Section 5 of the Securities Act of 1933, as amended (the "Act"). Assuming the representations and warranties of the undersigned contained herein are true and correct, the sale of the Interests under this Agreement is exempt from the registration and prospectus delivery requirements of the Act. No form of general solicitation or general advertising was used by the Partnership or its representatives in connection with the offer or sale of the Interests hereunder.
Offer of Interests. During the Initial Offering Period, each Series of the Trust shall offer at a price of $100 per Interest, a maximum of 1,000,000 Interests ($100,000,000), including the Interests of the Manager. No fractional Interests shall be issued during the Initial Offering Period. Each Interest Holder whose subscription for Interests in a Series has been accepted by the Manager on behalf of such Series shall make a Capital Contribution to the Trust of at least $25,000 per Series in increments of $1000 unless the Manager in its discretion permits an Interest Holder to make a smaller Capital Contribution. The offering shall be made pursuant to and on the terms and conditions set forth in the Offering Memorandum. The Manager shall make such arrangements for the sale of the Interests as it deems appropriate.
Offer of Interests. Neither the Partnership nor anyone acting on its behalf has taken or will take any action that would subject the offer, issuance or sale of the Interests to the registration requirements of the Securities Act.
Offer of Interests. Neither the Portfolio nor anyone acting on its behalf has taken or will take any action that would subject the offer, issuance or sale of Units to the registration requirements of the Securities Act.
