Assignment to IRE Investments, Inc Sample Clauses

Assignment to IRE Investments, Inc. Notwithstanding anything else herein to the contrary, including without limitation the first paragraph and Section 4.1 of this Agreement, the Dealer Manager acknowledges and agrees that IRE Investments, Inc. (“IRE Investments”), an affiliate of the Company and the Operating Partnership, is in the process of obtaining broker-dealer registration with the Securities and Exchange Commission (“SEC”), membership with FINRA and licensure in any state in which IRE Investments intends to engage in securities business. Upon the SEC’s approval of IRE Investments’ registration and FINRA’s acceptance of IRE Investments’ membership application, the Company and the Operating Partnership, acting together, shall have the right, in their sole discretion and to the extent permitted by applicable law, to require the Dealer Manager to assign to IRE Investments all or any portion of its rights and obligations under this Agreement or otherwise associated with the Offering. The Dealer Manager shall execute a written assignment of such rights and obligations to IRE Investments within two business days of receipt of written request from the Company and the Operating Partnership. In the event of a partial assignment by the Dealer Manager to IRE Investments, the Dealer Manager and IRE Investments may simultaneously serve as the managing dealers for the Offering; provided, however, that compensation paid to the Dealer Manager and IRE Investments in the aggregate pursuant to Sections 3.2 and 3.3 will not exceed the limitations set forth in such sections. Furthermore, in the event that both the Dealer Manager and IRE Investments are serving as the managing dealers for the Offering, the Company will pay the Dealer Manager Fee and any selling commissions pursuant to Section 4.5 to either the Dealer Manager or IRE Investments, respectively, based upon which entity consummated the Participating Dealer Agreement with the Participating Dealer who sold the Primary Shares giving rise to such fee or commissions. Upon the Dealer Manager’s full assignment of its rights and obligations under this Agreement or otherwise associated with the Offering, this Agreement shall terminate, and the provisions of Sections 11.2 and 11.3 above shall govern the termination rights and obligations of the Dealer Manager, on the one hand, and the Company and Operating Partnership acting together, on the other hand. If the foregoing correctly sets forth our understanding, please indicate your acceptance thereof in the...
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Related to Assignment to IRE Investments, Inc

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