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FORM 20-F/A Brookfield Property Partners L.P. - Brookfield Asset ...

FORM 20-F/A Brookfield Property Partners L.P. - Brookfield Asset ...

FORM 20-F/A Brookfield Property Partners L.P. - Brookfield Asset ...

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(d)(e)(f)furnish to each seller of Registrable Units and the underwriters of the securities being registered such number of copies ofsuch Registration Statement, Shelf Registration or Prospectus, as applicable (in the English language and, if required, theFrench language), each amendment and supplement thereto, any documents incorporated by reference therein and suchother documents as such seller or underwriters may reasonably request in order to facilitate the disposition of theRegistrable Units owned by such seller or the sale of such securities by such underwriters (it being understood that, subjectto Section 2.6 and the requirements of the applicable Securities Laws, BPY consents to the use of the RegistrationStatement, Shelf Registration and Prospectus, as applicable, and any amendment or supplement thereto by each seller andthe underwriters in connection with the offering and sale of the Registrable Units covered by the Registration Statement,Shelf Registration or Prospectus, as applicable);use its reasonable best efforts to register or qualify such Registrable Units under such other securities or “blue sky” laws ofsuch jurisdictions as the managing underwriter reasonably requests (or, in the event the Registration Statement, ShelfRegistration or Prospectus, as applicable, does not relate to an underwritten offering, as the holders of a majority of suchRegistrable Units may reasonably request); use its reasonable best efforts to keep each such registration or qualification (orexemption therefrom) effective during the period in which such Registration Statement, Shelf Registration or Prospectus,as applicable, is required to be kept effective; and do any and all other acts and things which may be reasonably necessaryor advisable to enable each seller to consummate the disposition of the Registrable Units owned by such seller in suchjurisdictions (provided, however, that BPY will not be required to (i) qualify generally to do business in any jurisdictionwhere it would not otherwise be required to qualify but for this subparagraph, (ii) subject itself to taxation in any suchjurisdiction, or (iii) consent to general service of process in any such jurisdiction);notify each seller and each underwriter and (if requested by any such Person) confirm such notice in writing (i) when anysupplement or amendment to the Registration Statement, Shelf Registration or Prospectus, as applicable, has been filedfollowing the Effective Date, and when the same has become effective, (ii) of the issuance by any state securities or otherregulatory authority of any order suspending the qualification or exemption from qualification of any of the RegistrableUnits under state securities or “blue sky” laws or the initiation of any proceedings for that purpose, and (iii) of thehappening of any event which makes any statement made in the Registration Statement, Shelf Registration or Prospectus,as applicable, untrue or which requires the making of any changes in such Registration Statement, Shelf Registration orProspectus, as applicable, or documents so that they will not contain any untrue statement of a material fact or omit to stateany material fact required to be stated therein or necessary to make the statements therein not misleading, and, as promptly14

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