Common use of Offering Circular Clause in Contracts

Offering Circular. on the Publication Date: (i) the Offering Circular contains all information with respect to the Issuer, the Group, the New Shares and the Securities which is material in the context of the issue of the Subscription Securities (including the information which, is required by applicable laws of Cayman Islands and according to the particular nature of the Issuer, the Shares and the Subscription Securities, is necessary to enable investors and their investment advisers to make an informed assessment of the assets and liabilities, financial position, profits and losses, and prospects of the Issuer and of the rights attaching to the Shares and the Securities); (ii) the statements contained in the Offering Circular relating to the Issuer and to the Group, are true and accurate in all material respects and not misleading; (iii) the opinions and intentions expressed in the Offering Circular with regard to the Issuer and to the Group are honestly held, have been reached after considering all relevant circumstances and based on reasonable assumptions; (iv) there are no other facts in relation to the Issuer, the Group, the New Shares or the Securities the omission of which would, in the context of the issue and offering of the Securities make any statement in the Offering Circular misleading in any material respect; (v) all reasonable enquiries have been made by the Issuer to ascertain such facts and to verify the accuracy of all such information and statements; and (vi) the Offering Circular does not include an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading;

Offering Circular. on the Publication Date: (i) the Offering Circular contains will contain all information with respect to the Issuer, the Group, the New Shares and the Securities Bonds which is material in the context of the issue and offering of the Subscription Securities Bonds (including the information which, is required by applicable laws of Cayman Islands and according to the particular nature of the Issuer, the Shares and the Subscription SecuritiesBonds, is necessary to enable investors and their investment advisers to make an informed assessment of the assets and liabilities, financial position, profits and losses, and prospects of the Issuer and of the rights attaching to the Shares and the SecuritiesBonds); (ii) the statements contained in the Offering Circular relating to the Issuer and to the Group, are will be true and accurate in all material respects and not misleading; (iii) the opinions and intentions expressed in the Offering Circular with regard to the Issuer and to the Group are will be honestly held, have been reached after considering all relevant circumstances and will be based on reasonable assumptions; (iv) there are will be no other facts in relation to the Issuer, the Group, the New Shares or the Securities Bonds the omission of which would, in the context of the issue and offering of the Securities Bonds, make any statement in the Offering Circular misleading in any material respect; (v) all reasonable enquiries will have been made by the Issuer to ascertain such facts and to verify the accuracy of all such information and statements; and (vi) the Offering Circular does will not include an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading;

Offering Circular. on the Publication Date: (i) the Offering Circular contains will contain all information with respect to the Issuer, the Group, the New Shares and the Securities Bonds which is material in the context of the issue and offering of the Subscription Securities Further Bonds (including the information which, is required by applicable laws of Cayman Islands and according to the particular nature of the Issuer, the Shares and the Subscription SecuritiesFurther Bonds, is necessary to enable investors and their investment advisers to make an informed assessment of the assets and liabilities, financial position, profits and losses, and prospects of the Issuer and of the rights attaching to the Shares and the SecuritiesBonds); (ii) the statements contained in the Offering Circular relating to the Issuer and to the Group, are will be true and accurate in all material respects and not misleading; (iii) the opinions and intentions expressed in the Offering Circular with regard to the Issuer and to the Group are will be honestly held, have been reached after considering all relevant circumstances and will be based on reasonable assumptions; (iv) there are will be no other facts in relation to the Issuer, the Group, the New Shares or the Securities Further Bonds the omission of which would, in the context of the issue and offering of the Securities Further Bonds make any statement in the Offering Circular misleading in any material respect; (v) all reasonable enquiries will have been made by the Issuer to ascertain such facts and to verify the accuracy of all such information and statements; and (vi) the Offering Circular does will not include an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading;

Offering Circular. on the Publication Date: (i) The Preliminary Offering Circular as at the date thereof contained and the Final Offering Circular contains all information with respect to the Issuer, the Group, the New Shares Issuer and the Securities Group and to the Bonds, in each case which is material in the context of the issue and offering of the Subscription Securities Bonds (including the information which, is required by applicable laws of the Cayman Islands and according to the particular nature of the Issuer, the Shares Issuer and the Subscription SecuritiesBonds, is necessary to enable investors and their investment advisers to make an informed assessment of the assets and liabilities, financial position, profits and losses, and prospects of the Issuer and of the rights attaching to the Shares Bonds) and there are no facts known to the SecuritiesIssuer, any other member of the Group and/or the directors of them which are not disclosed in the Preliminary Offering Circular or Final Offering Circular, the omission of which would make any statement therein misleading (in light of the circumstances under which they are made); (ii) the statements contained in (a) the Offering Circular Circular, and (b) the answers, materials, information and documents (including electronic roadshow materials) provided by the Issuer to attendees during the roadshow, investor meetings or presentations held by the Issuer or its agents between 9 July 2019 and 10 July 2019 (both dates inclusive) and any other material approved by the Issuer for the use in connection with the issue and offering of the Bonds relating to the Issuer Issuer, and to the GroupGroup (the “Marketing and Roadshow Materials”), are in every material respect true and accurate in all material respects and not misleading; (iii) the opinions and intentions expressed in the Offering Circular with regard to the Issuer and to the Group are honestly and reasonably held, have been reached after considering all relevant circumstances and are based on reasonable assumptions; (iv) there are no other facts in relation to the Issuer, the Group, the New Shares Group or the Securities Bonds the omission of which would, in the context of the issue and offering of the Securities Bonds make any statement in the Offering Circular misleading in any material respect; (v) all reasonable enquiries have been made by the Issuer to ascertain such facts and to verify the accuracy of all such information and statements; and (vi) the Offering Circular does do not include an untrue statement of a material fact fact; or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading;

Offering Circular. on the Publication Date: (i) the Offering Circular contains will as at its date contain all information with respect to the Issuer, the Guarantor, the Guarantor Group, the New Shares Notes and to the Securities Guarantee which is material in the context of the issue and offering of the Subscription Securities (including the Notes and information which, is required by applicable laws of Cayman Islands and according to the particular nature of the Issuer, the Shares Guarantor, the Guarantor Group, the Notes and the Subscription SecuritiesGuarantee, is necessary to enable investors and their investment advisers to make an informed assessment of the assets and liabilities, financial position, profits and losses, and prospects of the Issuer and the Guarantor and of the rights attaching to the Shares Notes and to the Securities); Guarantee, (ii) the all statements of fact to be contained in the Offering Circular relating to the Issuer and to Issuer, the Guarantor, the Guarantor Group, are the Guarantee and the Notes will on its date of publication be, in every material particular, true and accurate in all material respects and not misleading; , (iii) all statements of opinion, intention or expectation to be contained in the opinions Offering Circular will as of its date of publication be truly and intentions expressed honestly held and will be made after due and careful consideration of all relevant circumstances and will be based on reasonable assumptions, (iv) the information included in the Offering Circular with regard respect to Tele2 AB and the Issuer and to the Group are honestly heldShares consists of accurate extracts from, have or summaries of, information which has been reached after considering all relevant circumstances and based on reasonable assumptions; released publicly by Tele2 AB, (ivv) there are no other facts in relation to will be omitted from the Issuer, the Group, the New Shares or the Securities the Offering Circular if such omission of which would, in the context of the issue and offering of the Securities would make any statement in the Offering Circular Circular, as of its date of publication, misleading in any material respect; , (vvi) all reasonable enquiries have been will be made by the Issuer and the Guarantor to ascertain such facts and to verify the accuracy of all such information and statements; and statements and (vivii) the Offering Circular does as of its date of publication will not include an contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements made therein, in the light of the circumstances under which they were are made, not misleading;

Offering Circular. on the Publication Date: (i) the Offering Circular contains all information with respect to the Issuer, the Group, the New Shares and the Securities Bonds which is material in the context of the issue of the Subscription Securities Bonds (including the information which, is required by applicable laws of Cayman Islands and according to the particular nature of the Issuer, the Shares and the Subscription SecuritiesBonds, is necessary to enable investors and their investment advisers to make an informed assessment of the assets and liabilities, financial position, profits and losses, and prospects of the Issuer and of the rights attaching to the Shares and the SecuritiesBonds); (ii) the statements contained in the Offering Circular relating to the Issuer and to the Group, are be true and accurate in all material respects and not misleading; (iii) the opinions and intentions expressed in the Offering Circular with regard to the Issuer and to the Group are honestly held, have been reached after considering all relevant circumstances and based on reasonable assumptions; (iv) there are no other facts in relation to the Issuer, the Group, the New Shares or the Securities Further Bonds the omission of which would, in the context of the issue and offering of the Securities Further Bonds make any statement in the Offering Circular misleading in any material respect; (v) all reasonable enquiries have been made by the Issuer to ascertain such facts and to verify the accuracy of all such information and statements; and (vi) the Offering Circular does not include an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading;