DIRECTLY OR INDIRECTLY. OTHER THAN THE INVESTOR, THE SCHEME
WILL NOT ENGAGE WITH ANY PERSON(S) IN RELATION TO THE DOCUMENTS. THE OFFER IS
NOT AN OFFER TO THE PUBLIC WITHIN THE MEANING OF THE APPLICABLE LAWS OF IRELAND
AND IN PARTICULAR SECTION 9(1)(B) OF THE UNIT TRUSTS ACT 1990 OR WITHIN THE
MEANING OF REGULATION 2 OF PART I OF THE PROSPECTUS (DIRECTIVE 2003/71/EC)
REGULATIONS 2005 (THE "DIRECTIVE"). THE DOCUMENTS HAVE NOT BEEN PREPARED IN
ACCORDANCE WITH THE DIRECTIVE OR ANY MEASURES MADE UNDER THAT DIRECTIVE OR THE
LAWS OF IRELAND OR OF ANY EU MEMBER STATE OR EEA TREATY ADHERENT STATE THAT
IMPLEMENT THAT DIRECTIVE OR THOSE MEASURES. THEY HAVE NOT BEEN REVIEWED,
APPROVED OR AUTHORIZED BY ANY REGULATORY AUTHORITY IN IRELAND, ANY OTHER EU
MEMBER STATE OR ANY EEA TREATY ADHERENT STATE AND THEREFORE MAY NOT CONTAIN ALL
THE INFORMATION REQUIRED WHERE A DOCUMENT IS PREPARED PURSUANT TO THE DIRECTIVE
OR THOSE LAWS.
25
OTHER THAN THE INVESTOR, NO PERSON(S) SHOULD RELY ON THE DOCUMENTS OR TAKE ANY
ACTION UPON THEM. IF YOU ARE NOT THE INTENDED RECIPIENT OF THE DOCUMENTS AND
HAVE RECEIVED THEM IN ERROR YOU SHOULD RETURN THEM IMMEDIATELY. YOUR POSTAGE AND
REASONABLE DELIVERY EXPENSES WILL BE REFUNDED.
THE SCHEME IS NOT SUPERVISED, APPROVED OR AUTHORIZED IN IRELAND BY THE IRISH
FINANCIAL SERVICES REGULATORY AUTHORITY AND THE REGULATORY REQUIREMENTS WHICH IT
IMPOSES ARE NOT APPLICABLE. THE SCHEME IS ESTABLISHED IN DELAWARE, UNITED STATES
OF AMERICA AND IS GOVERNED UNDER THE LAWS OF THE STATE OF DELAWARE, UNITED
STATES OF AMERICA.
POTENTIAL INVESTORS SHOULD CONSULT A STOCKBROKER, BANK MANAGER, SOLICITOR,
ACCOUNTANT OR OTHER FINANCIAL ADVISER AND ARE RESPONSIBLE FOR INFORMING
THEMSELVES AS TO THE POSSIBLE TAX CONSEQUENCES OF AN INVESTMENT.
THE SCHEME HAS NOT MADE AND WILL NOT MAKE AN OFFER OF SECURITIES TO THE PUBLIC
IN IRELAND PRIOR TO THE PUBLICATION OF THE PROSPECTUS IN RELATION TO AN OFFER OF
SECURITIES THAT HAS BEEN APPROVED BY THE IRISH FINANCIAL SERVICES REGULATORY
AUTHORITY OR WHERE APPROPRIATE, APPROVED IN ANOTHER MEMBER STATE OF THE EUROPEAN
UNION AND NOTIFIED TO THE IRISH FINANCIAL SERVICES REGULATORY AUTHORITY IN
IRELAND, ALL IN ACCORDANCE WITH THE PROSPECTUS DIRECTIVE 2003/71/EC, THE IRISH
PROSPECTUS (DIRECTIVE 2003/71/EC) REGULATIONS, 2005, AND THE INVESTMENT FUNDS,
COMPANIES AND MISCELLANEOUS PROVISIONS ACT, 2005 AND ANY SUCH MARKETING IN
IRELAND IS SUBJECT TO THE PRIOR APPROVAL OF THE IRISH FINANCIAL SERVICES
REGULATORY AUTHORITY.
FOR RESIDENTS OF ITALY ONLY
IN ITALY THE OFFERING IS LIMITED TO LESS THAN 100 INVESTORS AND, THEREFORE,
PURSUANT TO ARTICLE 100 OF THE LEGISLATIVE DECREE NO. 58 OF 24 FEBRUARY 1998
(THE "ITALIAN FINANCE ACT") AND IN ACCORDANCE WITH COMMISIONE NAZIONALE PER LE
SOCIETÀ E LA BORSA ("CONSOB") REGULATION NO. 11971 OF 14 MAY 1999 THE OFFERING
IS NOT SUBJECT TO ITALIAN LAW PROVISIONS ON SOLICITATION OF PUBLIC SAVINGS. THE
OFFERING MUST BE MADE CARRIED OUT IN ACCORDANCE WITH ITALIAN LAW PROVISIONS ON
"DOOR-TO-DOOR SELLING" AND/OR "DISTANCE MARKETING OF FINANCIAL PRODUCTS" SET
FROTH IN THE ITALIAN FINANCE ACT AND CONSOB REGULATION NO. 16190 OF