Common use of Notice of Blue Sky Qualification Clause in Contracts

Notice of Blue Sky Qualification. The Dealer Manager will inform Selected Dealer as to the jurisdictions in which the Dealer Manager has been advised by the Company that the Shares have been qualified for sale or are exempt under the respective securities or “blue sky” laws of such jurisdictions, but the Dealer Manager has not assumed and will not assume any obligation or responsibility as to Selected Dealer’s right to act as a broker and/or dealer with respect to the Shares in any such jurisdiction. Selected Dealer agrees that Selected Dealer will not make any offers or sell any Shares except in states in which the Dealer Manager may advise Selected Dealer that the Offering has been qualified or is exempt and in which Selected Dealer is legally qualified to make offers and further agrees to assure that each person to whom Selected Dealer sells Shares (at both the time of the initial purchase as well as at the time of any subsequent purchases) meets any special suitability standards which apply to sales in a particular jurisdiction, as described in the Blue Sky Survey and the Subscription Agreement. Neither the Dealer Manager nor the Company assume any obligation or responsibility in respect of the qualification of the Shares covered by the Prospectus under the laws of any jurisdiction or Selected Dealer’s qualification to act as a broker and/or dealer with respect to the Shares in any jurisdiction. The Blue Sky Survey which has been or will be furnished to Selected Dealer indicates the jurisdictions in which it is believed that the offer and sale of Shares covered by the Prospectus is exempt from, or requires action under, the applicable blue sky or securities laws thereof, and what action, if any, has been taken with respect thereto.

Notice of Blue Sky Qualification. The Dealer Manager will inform Selected Broker-Dealer as to the jurisdictions in which the Dealer Manager has been advised by the Company that the Shares have been qualified for sale or are exempt under the respective securities or “blue sky” laws of such jurisdictions, but the Dealer Manager has not assumed and will not assume any obligation or responsibility as to Selected Broker-Dealer’s right to act as a broker and/or dealer with respect to the Shares in any such jurisdiction. Selected Broker-Dealer agrees that Selected Dealer it will not make any offers or sell any Shares except in states in which the Dealer Manager may advise advises Selected Broker-Dealer that the Offering has been qualified or is exempt and in which Selected Broker-Dealer is legally qualified to make offers and further agrees to assure that each person to whom Selected Broker-Dealer sells Shares (at both the time of the initial purchase as well as at the time of any subsequent purchases) meets any special suitability standards which apply to sales in a particular jurisdiction, as described in the Blue Sky Survey and the Subscription Agreement. Neither the Dealer Manager nor the Company assume any obligation or responsibility in respect of the qualification of the Shares covered by the Prospectus under the laws of any jurisdiction or Selected Broker-Dealer’s qualification to act as a broker and/or dealer with respect to the Shares in any jurisdiction. The Blue Sky Survey which has been or will be furnished to Selected Broker-Dealer indicates the jurisdictions in which it is believed that the offer and sale of Shares covered by the Prospectus is exempt from, or requires action under, the applicable blue sky or securities laws thereof, and what action, if any, has been taken with respect thereto.

Notice of Blue Sky Qualification. The Dealer Manager will inform Selected Broker-Dealer as to the jurisdictions in which the Dealer Manager has been advised by the Company that the Shares have been qualified for sale or are exempt under the respective securities or “blue sky” laws of such jurisdictions, but the Dealer Manager has not assumed and will not assume any obligation or responsibility as to Selected Broker-Dealer’s right to act as a broker and/or dealer with respect to the Shares in any such jurisdiction. Selected Broker-Dealer agrees that Selected Dealer it will not make any offers or sell any Shares except in states in which the Dealer Manager may advise advises Selected Broker-Dealer that the Offering has been qualified or is exempt and in which Selected Broker-Dealer is legally qualified to make offers and further agrees to assure that each person to whom Selected Broker-Dealer sells Shares (at both the time of the initial purchase as well as at the time of any subsequent purchases) meets any special suitability standards which apply to sales in a particular jurisdiction, as described in the Blue Sky Survey and the Subscription Agreement. Terra Capital Markets, LLC Selected Broker-Dealer Agreement 8 Neither the Dealer Manager nor the Company assume any obligation or responsibility in respect of the qualification of the Shares covered by the Prospectus under the laws of any jurisdiction or Selected Broker-Dealer’s qualification to act as a broker and/or dealer with respect to the Shares in any jurisdiction. The Blue Sky Survey which has been or will be furnished to Selected Broker-Dealer indicates the jurisdictions in which it is believed that the offer and sale of Shares covered by the Prospectus is exempt from, or requires action under, the applicable blue sky or securities laws thereof, and what action, if any, has been taken with respect thereto.

Notice of Blue Sky Qualification. The Dealer Manager will inform Selected Dealer as to the jurisdictions in which the Dealer Manager has been advised by the Company CCIF 2016 T and each additional Feeder Fund that the Shares have been qualified for sale or are exempt under the respective securities or “blue skyBlue Sky” laws of such jurisdictions, but the Dealer Manager has not assumed and will not assume any obligation or responsibility as to Selected Dealer’s right to act as a broker and/or dealer with respect to the any Feeder Fund’s Shares in any such jurisdiction. Selected Dealer agrees that Selected Dealer will not make any offers or sell any Shares except in states jurisdictions in which the Dealer Manager may advise Selected Dealer that the Offering Feeder Fund’s offering has been qualified or is exempt and in which Selected Dealer is legally qualified to make offers and further agrees to assure that each person to whom Selected Dealer sells Shares (at both the time of the initial purchase as well as at the time of any subsequent purchases) meets any special suitability standards which apply to sales in a particular jurisdiction, as described in the Blue Sky Survey and the Subscription Agreement. Neither the Dealer Manager Manager, the Master Fund, CCIF 2016 T nor the Company assume any additional Feeder Fund assumes any obligation or responsibility in respect of the qualification of the Shares covered by the a Feeder Fund’s Prospectus under the laws of any jurisdiction or Selected Dealer’s qualification to act as a broker and/or dealer with respect to the Shares in any jurisdiction. The Blue Sky Survey for each Feeder Fund, which has been or will be furnished to Selected Dealer Dealer, indicates the jurisdictions in which it is believed that the offer and sale of Shares covered by the Prospectus is for that Feeder Fund are exempt from, or requires require action under, the applicable blue sky Blue Sky or securities laws thereof, and what action, if any, has been taken with respect thereto.

Notice of Blue Sky Qualification. The Dealer Manager will inform Selected Dealer as to the jurisdictions in which the Dealer Manager has been advised by the Company GCIF 2019 and each additional Feeder Fund that the Shares have been qualified for sale or are exempt under the respective securities or “blue skyBlue Sky” laws of such jurisdictions, but the Dealer Manager has not assumed and will not assume any obligation or responsibility as to Selected Dealer’s right to act as a broker and/or dealer with respect to the any Feeder Fund’s Shares in any such jurisdiction. Selected Dealer agrees that Selected Dealer will not make any offers or sell any Shares except in states jurisdictions in which the Dealer Manager may advise Selected Dealer that the Offering Feeder Fund’s offering has been qualified or is exempt and in which Selected Dealer is legally qualified to make offers and further agrees to assure that each person to whom Selected Dealer sells Shares (at both the time of the initial purchase as well as at the time of any subsequent purchases) meets any special suitability standards which apply to sales in a particular jurisdiction, as described in the Blue Sky Survey and the Subscription AgreementOrder Form. Neither the Dealer Manager Manager, the Master Fund, GCIF 2019 nor the Company assume any additional Feeder Fund assumes any obligation or responsibility in respect of the qualification of the Shares covered by the a Feeder Fund’s Prospectus under the laws of any jurisdiction or Selected Dealer’s qualification to act as a broker and/or dealer with respect to the Shares in any jurisdiction. The Blue Sky Survey for each Feeder Fund, which has been or will be furnished to Selected Dealer Dealer, indicates the jurisdictions in which it is believed that the offer and sale of Shares covered by the Prospectus is for that Feeder Fund Guggenheim Funds Distributors, LLC Selected Dealer Agreement 9 are exempt from, or requires require action under, the applicable blue sky Blue Sky or securities laws thereof, and what action, if any, has been taken with respect thereto.

Notice of Blue Sky Qualification. The Dealer Manager will inform Selected Dealer as to the jurisdictions in which the Dealer Manager has been advised by the Company that the Shares have been qualified for sale or are exempt under the respective securities or “blue sky” laws of such jurisdictions, but the Dealer Manager has not assumed and will not assume any obligation or responsibility as to Selected Dealer’s right to act as a broker and/or dealer with respect to the Shares in any such jurisdiction. Selected Dealer agrees that Selected Dealer will not make any offers or sell any Shares except in states in which the Dealer Manager may advise Selected Dealer that the Offering has been qualified or is exempt and in which Selected Dealer is legally qualified to make offers and further agrees to assure that each person to whom Selected Dealer sells Shares (at both the time of the initial purchase as well as at the time of any subsequent purchases) meets any special suitability standards which apply to sales in a particular jurisdiction, as described in the Blue Sky Survey and the Subscription AgreementOrder Form. Neither the Dealer Manager nor the Company assume any obligation or responsibility in respect of the qualification of the Shares covered by the Prospectus under the laws of any jurisdiction or Selected Dealer’s qualification to act as a broker and/or dealer with respect to the Shares in any jurisdiction. The Blue Sky Survey which has been or will be furnished to Selected Dealer indicates the jurisdictions in which it is believed that the offer and sale of Shares covered by the Prospectus is exempt from, or requires action under, the applicable blue sky or securities laws thereof, and what action, if any, has been taken with respect thereto.

Notice of Blue Sky Qualification. The Dealer Manager will inform Selected Participating Broker-Dealer as to the jurisdictions in which the Dealer Manager has been advised by the Company that the Shares have been qualified for sale or are exempt under the respective securities or “blue sky” laws of such jurisdictions, but the Dealer Manager has not assumed and will not assume any obligation or responsibility as to Selected Participating Broker-Dealer’s right to act as a broker and/or dealer with respect to the Shares in any such jurisdiction. Selected Participating Broker-Dealer agrees that Selected Dealer it will not make any offers or sell any Shares except in states in which the Dealer Manager may advise Selected advises Participating Broker-Dealer that the Offering has been qualified or is exempt and in which Selected Participating Broker-Dealer is legally qualified to make offers and further agrees to assure that each person to whom Selected Participating Broker-Dealer sells Shares (at both the time of the initial purchase as well as at the time of any subsequent purchases) meets any special suitability standards which apply to sales in a particular jurisdiction, as described in the Blue Sky Survey and the Subscription Agreement. Neither the Dealer Manager nor the Company assume any obligation or responsibility in respect of the qualification of the Shares covered by the Prospectus under the laws of any jurisdiction or Selected Participating Broker-Dealer’s qualification to act as a broker and/or dealer with respect to the Shares in any jurisdiction. The Blue Sky Survey which has been or will be furnished to Selected Participating Broker-Dealer indicates the jurisdictions in which it is believed that the offer and sale of Shares covered by the Prospectus is exempt from, or requires action under, the applicable blue sky or securities laws thereof, and what action, if any, has been taken with respect thereto.. Terra Securities, LLC Participating Broker-Dealer Agreement

Notice of Blue Sky Qualification. The Dealer Manager will inform Selected Dealer as to the jurisdictions in which the Dealer Manager has been advised by the Company CCIF 2018 T and each additional Feeder Fund that the Shares have been qualified for sale or are exempt under the respective securities or “blue skyBlue Sky” laws of such jurisdictions, but the Dealer Manager has not assumed and will not assume any obligation or responsibility as to Selected Dealer’s right to act as a broker and/or dealer with respect to the any Feeder Fund’s Shares in any such jurisdiction. Selected Dealer agrees that Selected Dealer will not make any offers or sell any Shares except in states jurisdictions in which the Dealer Manager may advise Selected Dealer that the Offering Feeder Fund’s offering has been qualified or is exempt and in which Selected Dealer is legally qualified to make offers and further agrees to assure that each person to whom Selected Dealer sells Shares (at both the time of the initial purchase as well as at the time of any subsequent purchases) meets any special suitability standards which apply to sales in a particular jurisdiction, as described in the Blue Sky Survey and the Subscription AgreementOrder Form. Neither the Dealer Manager Manager, the Master Fund, CCIF 2018 T nor the Company assume any additional Feeder Fund assumes any obligation or responsibility in respect of the qualification of the Shares covered by the a Feeder Fund’s Prospectus under the laws of any jurisdiction or Selected Dealer’s qualification to act as a broker and/or dealer with respect to the Shares in any jurisdiction. The Blue Sky Survey for each Feeder Fund, which has been or will be furnished to Selected Dealer Dealer, indicates the jurisdictions in which it is believed that the offer and sale of Shares covered by the Prospectus is for that Feeder Fund are exempt from, or requires require action under, the applicable blue sky Blue Sky or securities laws thereof, and what action, if any, has been taken with respect thereto.

Notice of Blue Sky Qualification. The Dealer Manager will inform Selected Dealer as to the jurisdictions in which the Dealer Manager has been advised by the Company GCIF 2021 and each additional Feeder Fund that the Shares have been qualified for sale or are exempt under the respective securities or “blue skyBlue Sky” laws of such jurisdictions, but the Dealer Manager has not assumed and will not assume any obligation or responsibility as to Selected Dealer’s right to act as a broker and/or dealer with respect to the any Feeder Fund’s Shares in any such jurisdiction. Selected Dealer agrees that Selected Dealer will not make any offers or sell any Shares except in states jurisdictions in which the Dealer Manager may advise Selected Dealer that the Offering Feeder Fund’s offering has been qualified or is exempt and in which Selected Dealer is legally qualified to make offers and further agrees to assure that each person to whom Selected Dealer sells Shares (at both the time of the initial purchase as well as at the time of any subsequent purchases) meets any special suitability standards which apply to sales in a particular jurisdiction, as described in the Blue Sky Survey and the Subscription Agreement. Neither the Dealer Manager Manager, the Master Fund, GCIF 2021 nor the Company assume any additional Feeder Fund assumes any obligation or responsibility in respect of the qualification of the Shares covered by the a Feeder Fund’s Prospectus under the laws of any jurisdiction or Selected Dealer’s qualification to act as a broker and/or dealer with respect to the Shares in any jurisdiction. The Blue Sky Survey for each Feeder Fund, which has been or will be furnished to Selected Dealer Dealer, indicates the jurisdictions in which it is believed that the offer and sale of Shares covered by the Prospectus is for that Feeder Fund are exempt from, or requires require action under, the applicable blue sky Blue Sky or securities laws thereof, and what action, if any, has been taken with respect thereto.

Notice of Blue Sky Qualification. The Dealer Manager will inform Selected Dealer as to the jurisdictions in which the Dealer Manager has been advised by the Company CCIF 2015 T and each additional Feeder Fund that the Shares have been qualified for sale or are exempt under the respective securities or “blue skyBlue Sky” laws of such jurisdictions, but the Dealer Manager has not assumed and will not assume any obligation or responsibility as to Selected Dealer’s right to act as a broker and/or dealer with respect to the any Feeder Fund’s Shares in any such jurisdiction. Selected Dealer agrees that Selected Dealer will not make any offers or sell any Shares except in states jurisdictions in which the Dealer Manager may advise Selected Dealer that the Offering Feeder Fund’s offering has been qualified or is exempt and in which Selected Dealer is legally qualified to make offers and further agrees to assure that each person to whom Selected Dealer sells Shares (at both the time of the initial purchase as well as at the time of any subsequent purchases) meets any special suitability standards which apply to sales in a particular jurisdiction, as described in the Blue Sky Survey and the Subscription Agreement. Neither the Dealer Manager Manager, the Master Fund, CCIF 2015 T nor the Company assume any additional Feeder Fund assumes any obligation or responsibility in respect of the qualification of the Shares covered by the a Feeder Fund’s Prospectus under the laws of any jurisdiction or Selected Dealer’s qualification to act as a broker and/or dealer with respect to the Shares in any jurisdiction. The Blue Sky Survey for each Feeder Fund, which has been or will be furnished to Selected Dealer Dealer, indicates the jurisdictions in which it is believed that the offer and sale of Shares covered by the Prospectus is for that Feeder Fund are exempt from, or requires require action under, the applicable blue sky Blue Sky or securities laws thereof, and what action, if any, has been taken with respect thereto.