Common use of Qualification of Dealer-Manager and its Representatives Clause in Contracts

Qualification of Dealer-Manager and its Representatives. You hereby represent, warrant and covenant that you are, and during the Offering Period will continue to be, (i) a member in good standing of FINRA and (ii) registered as a securities broker-dealer in those jurisdictions wherein members of, or persons associated with, your firm will offer or sell the Interests. You also hereby represent, warrant and covenant that, during the Offering Period, you will only permit members of, or persons associated with, your firm to offer or sell Interests if such persons are duly registered or licensed to sell direct participation program investments by, and in good standing with, FINRA and those jurisdictions wherein they will offer or sell Interests. You hereby certify that neither your firm nor any member of your firm has been subject to a fine, a consent decree or suspension of your or their licenses or registrations within the last three (3) years for violation of federal or State securities rules, laws or regulations. You also hereby certify that you will promptly advise the President of the General Partner of any pending, threatened or current civil or administrative proceedings during the Offering Period involving alleged violations of such rules, laws or regulations.

Qualification of Dealer-Manager and its Representatives. You hereby represent, warrant and covenant that you are, and during the Offering Period will continue to be, (i) a member in good standing of FINRA and (ii) registered as a securities broker-dealer in those jurisdictions wherein members of, or persons associated with, your firm will offer or sell the Interests. You also hereby represent, warrant and covenant that, during the Offering Period, you will only permit members of, or persons associated with, your firm to offer or sell Interests if such persons are duly registered or licensed to sell direct participation program investments by, and in good standing with, FINRA and those jurisdictions wherein they will offer or sell Interests. You hereby certify that neither your firm nor any member of your firm has been subject to a fine, a consent decree or suspension of your or their licenses or registrations within the last three (3) years for violation of federal or State securities rules, laws or regulations. You also hereby certify that you will promptly advise the President of the General Partner of any pending, threatened or current civil or administrative proceedings during the Offering Period involving alleged violations of such rules, federal or State securities laws or regulations.

Qualification of Dealer-Manager and its Representatives. You hereby represent, warrant and covenant that you are, and during the Offering Period will continue to be, (i) a member in good standing of FINRA and (ii) registered as a securities broker-dealer in those jurisdictions wherein members of, or persons associated with, your firm will offer or sell the Interests. You also hereby represent, warrant and covenant that, during the Offering Period, you will only permit members of, or persons associated with, your firm to offer or sell Interests if such persons are duly registered or licensed to sell direct participation program investments by, and in good standing with, FINRA and those jurisdictions wherein they will offer or sell Interests. You hereby certify that neither your firm nor any member of your firm has been subject to a fine, a consent decree or suspension of your or their licenses or registrations within the last three (3) years for violation of federal or State securities rules, laws or regulations. You also hereby certify that you will promptly advise the President of the Managing General Partner of any pending, threatened or current civil or administrative proceedings during the Offering Period involving alleged violations of such rules, federal or State securities laws or regulations.

Qualification of Dealer-Manager and its Representatives. You hereby represent, represent warrant and covenant that you are, and during the Offering Period will continue to be, (i) a member in good standing of FINRA the NASD and (ii) registered as a securities broker-dealer in those jurisdictions wherein members of, or persons associated with, your firm will offer or sell the InterestsShares. You also hereby represent, warrant and covenant that, during the Offering Period, you will only permit members of, or persons associated with, your firm to offer or sell Interests Shares if such persons are duly registered or licensed to sell direct participation program investments by, and in good standing with, FINRA the NASD and those jurisdictions wherein they will offer or sell Interestsshares. You hereby certify that neither your firm nor any member of your firm has been subject to a fine, a consent decree or suspension of your or their licenses or registrations within the last three (3) years for violation of federal or State state securities rules, laws or regulations. You also hereby certify that you will promptly advise the President of the General Partner Manager of any pending, threatened or current civil or administrative proceedings during the Offering Period involving alleged violations of such rules, federal or state securities laws or regulations.

Qualification of Dealer-Manager and its Representatives. You hereby represent, warrant and covenant that you are, and during the Offering Period will continue to be, (i) a member in good standing of FINRA and (ii) registered as a securities broker-dealer in those jurisdictions wherein members of, or persons associated with, your firm will offer or sell the Interests. You also hereby represent, warrant and covenant that, during the Offering Period, you will only permit members of, or persons associated with, your firm to offer or sell Interests if such persons are duly registered or licensed to sell direct participation program investments by, and in good standing with, FINRA and those jurisdictions wherein they will offer or sell Interests. You hereby certify that neither your firm nor any member of your firm has been subject to a fine, a consent decree or suspension of your or their licenses or registrations within the last three (3) years for violation of federal or State securities rules, laws or regulations. You also hereby certify that you will promptly advise the President Co-Presidents of the Managing General Partner of any pending, threatened or current civil or administrative proceedings during the Offering Period involving alleged violations of such rules, federal or State securities laws or regulations.