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THESE MATERIALS ARE NOT DIRECTED AT OR ACCESSIBLE BY PERSONS LOCATED IN THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR IN ANY OTHER STATE OR JURISDICTION WHERE THE OFFER OR SALE OF THE SECURITIES IS NOT PERMITTED. THESE MATERIALS DOES NOT CONSTITUTE ANY SOLICITATION FOR ANY OFFER TO PURCHASE OR SUBSCRIBE ANY SECURITIES.
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These materials are not an offer for sale of securities in the United States. Securities may not be sold in the United States absent registration with the United States Securities and Exchange Commission or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"). In particular, the Securities have not been and will not be registered under the Securities Act, and may not be offered or sold in the United States. The Securities will not be registered under or offered in compliance with applicable securities laws of any state, province, territory, county or jurisdiction of the United States, Australia, Canada or Japan. Accordingly, unless an exemption under the relevant securities law is applicable, any such securities may not be offered, sold, resold, delivered or distributed, directly or indirectly, in or into the United States, Australia, Canada, Japan or any other jurisdiction if to do so would constitute a violation of the relevant laws of, or require registration thereof in, such jurisdiction. There will be no public offering of such securities in the United States. This document is only being distributed to and is only directed at (i) persons who are outside the United Kingdom or (ii) to investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (iii) high net worth companies, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons in (i), (ii) and (iii) above together being referred to as “relevant persons”). The securities are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.
Further, each investor understands and agrees that the Bookrunners and the other managers have not made any representation to it, express or implied, with respect to the merits of the private placement discussed in the forthcoming pages (the “Private Placement”), the purchase of the securities, or as to the condition, financial or otherwise, of Norwegian Energy Company ASA (“Noreco”), or as to any other matter relating thereto, and nothing herein shall be construed as a recommendation to purchase the securities and no responsibility is or will be accepted by the Bookrunners or the other managers or by any of their respective affiliates or agents as to, or in relation to, the accuracy or completeness of the information in the forthcoming pages or any other written or oral information made available to or publicly available to any interested party or its advisers, and any liability therefore is expressly disclaimed. The Bookrunners and the other managers are acting for Noreco and no one else in connection with the Private Placement, and will not be responsible to anyone other than Noreco for providing the protections afforded to customers of the Bookrunners and the other managers or for providing advice to any other person in relation to the Private Placement or any other matter referred to herein.
I confirm that I have read, understand and agree to comply with all of the restrictions set forth above, and am not a PERSON LOCATED IN THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR IN ANY OTHER STATE OR JURISDICTION WHERE THE OFFER OR SALE OF THE SECURITIES IS NOT PERMITTED.