Common use of Prospectus Review Clause in Contracts

Prospectus Review. Managing Dealer hereby affirms that it has reviewed the draft Prospectus furnished to it and has formed a reasonable basis to believe that all material facts related to the Partnership, the offering, and the proposed operation of the Partnership have been adequately and accurately disclosed and that such facts are sufficient for it to provide prospective investors with a basis for evaluating the merits of an investment in the Partnership. In making the foregoing affirmation, Managing Dealer, for itself and in the agreements it negotiates with the Soliciting Dealers, may make reference to descriptions in the Prospectus, other than the descriptions in the Summary, which are for convenience, only. Sales Agents agree to maintain files to disclose and preserve the basis upon which the determination of suitability for investment in the Partnership was reached as to each subscriber solicited by it for a period of not less than six years. The basis for determining suitability may include the Subscription Agreement and Power of Attor- ney and other certificates submitted by subscribers upon which the Sales Agents and the Partnership may rely, absent actual knowledge of or a reason to believe, any information contained in such documents is inaccurate. Specifically, each Sales Agent has reviewed and will cause its potential subscribers to review: (i) the Risk Disclosure Statement; (ii) the items of compensation relating to the Fund set forth under "Fees, Compensation And Expenses"; (iii) certain tax aspects of an investment in the Fund set forth under "Summary of Income Tax Consequences"; (iv) the financial condition and experience of the General Partner set forth under "General Partner"; and, (v) the risk factors relating to an investment in the Units set forth under "Risk Factors".

Prospectus Review. Managing Dealer hereby affirms that it has reviewed the draft Prospectus furnished to it and has formed a reasonable basis to believe that all material facts related to the Partnership, the offering, and the proposed operation of the Partnership have been adequately and accurately disclosed and that such facts are sufficient for it to provide prospective investors with a basis for evaluating the merits of an investment in the Partnership. In making the foregoing affirmation, Managing Dealer, for itself and in the agreements it negotiates with the Soliciting Dealers, may make reference to descriptions in the Prospectus, other than the descriptions in the Summary, which are for convenience, only. Sales Agents agree to maintain files to disclose and preserve the basis upon which the determination of suitability for investment in the Partnership was reached as to each subscriber solicited by it for a period of not less than six years. The basis for determining suitability may include the Subscription Agreement and Power of Attor- ney Attorney and other certificates submitted by subscribers upon which the Sales Agents and the Partnership may rely, absent actual knowledge of or a reason to believe, any information contained in such documents is inaccurate. Specifically, each Sales Agent has reviewed and will cause its potential subscribers to review: (i) the Risk Disclosure Statement; (ii) the items of compensation relating to the Fund set forth under "Fees, Compensation And ExpensesCharges to the Partnership"; (iii) certain tax aspects of an investment in the Fund set forth under "Summary of Federal Income Tax ConsequencesAspects"; (iv) the financial condition and experience of the General Partner set forth under "The General Partner"; and, (v) the risk factors relating to an investment in the Units set forth under "Risk Factors".

Prospectus Review. Managing Soliciting Dealer hereby affirms that it has reviewed the draft Prospectus furnished to it and has formed a reasonable basis to believe that all material facts related to the PartnershipPool, the offering, and the proposed operation of the Partnership Pool have been adequately and accurately disclosed and that such facts are sufficient for it to provide prospective investors with a basis for evaluating the merits of an investment in the PartnershipPool. In making the foregoing affirmation, Managing Soliciting Dealer, for itself and in the agreements it negotiates with the Soliciting Dealers, may make reference to descriptions in the Prospectus, other than the descriptions in the Summary, which are for convenience, only. Sales Agents agree to maintain files to disclose and preserve the basis upon which the determination of suitability for investment in the Partnership Pool was reached as to each subscriber solicited by it for a period of not less than six years. The basis for determining suitability may include the Subscription Agreement and Power of Attor- ney Attorney and other certificates submitted by subscribers upon which the Sales Agents and the Partnership Pool may rely, absent actual knowledge of or a reason to believe, any information contained in such documents is inaccurate. Specifically, each Sales Agent has reviewed and will cause its potential subscribers to review: (i) the Risk Disclosure Statement; (ii) the items of compensation relating to the Fund Pool set forth under "Fees, Compensation And Fees and Expenses"; (iii) certain tax aspects of an investment in the Fund set forth under "Summary of Certain Federal Income Tax ConsequencesAspects of Investing in the Pool and Tax Considerations"; (iv) the financial condition and experience of the General Partner Manager set forth under "General PartnerBusiness of the Pool"; and, (v) the risk factors relating to an investment in the Units set forth under "Risk FactorsRisks you Face".