Investor Registration

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The shares or units are not registered under the US Securities Act of 1933, as amended, and, except in a transaction which does not violate the Securities Act or any other applicable securities laws (including without limitation any applicable law of any of the States of the USA), may not be directly or indirectly offered or sold in the USA or any of its territories or possessions or areas subject to its jurisdiction or to or for the benefit of an investor in the USA.