Common use of Offerees Clause in Contracts

Offerees. The Partnership represents that neither it nor ▇▇▇▇▇▇, Read & Co. Inc. (which is the only Person authorized to act as agent, broker, dealer or otherwise in connection with the offering or sale of the Notes or similar securities of the Partnership) has, either directly or through any agent, offered any of the Notes or similar securities for sale to, or solicited any offers to buy any thereof from, or otherwise approached or negotiated in respect thereof with, any Person or Persons other than you, the Other Purchasers and not more than 80 other Institutional Investors and each of the foregoing was offered the right to purchase Notes at private sale for investment. The Partnership agrees that neither it nor any agent on its behalf will sell or offer any of the Notes or similar securities to, or solicit offers to buy any thereof from, or otherwise approach or negotiate in respect thereof with, any other Person or Persons whomsoever, or take any other action, so as to bring the issuance and sale of the Notes within the provisions of Section 5 of the Securities Act.

Offerees. The Partnership represents that neither it nor ▇▇▇▇▇▇, Warburg Dillon Read & Co. Inc. LLC (which is the only Person authorized to act as agent, broker, dealer or otherwise in connection with the offering or sale of the Notes or similar securities of the Partnership) has, either directly or through any agent, offered any of the Notes or similar securities for sale to, or solicited any offers to buy any thereof from, or otherwise approached or negotiated in respect thereof with, any Person or Persons other than you, the Other Purchasers and not more than 80 51 other Institutional Investors and each of the foregoing was offered the right to purchase Notes at private sale for investment. The Partnership agrees that neither it nor any agent on its behalf will sell or offer any of the Notes or similar securities to, or solicit offers to buy any thereof from, or otherwise approach or negotiate in respect thereof with, any other Person or Persons whomsoever, or take any other action, so as to bring the issuance and sale of the Notes within the provisions of Section 5 of the Securities Act.