Common use of Conditions of Underwriters’ Obligations Clause in Contracts

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in Section 1 hereof or in certificates of any officer of the Company or any subsidiary of its subsidiaries the Company delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in Section 1 hereof or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in certificates of any officer of the Company or any of its subsidiaries Subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in Section 1 hereof or in certificates of any officer of the Company or any Subsidiary of its subsidiaries the Company delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company Company, the Adviser and the Administrator contained herein in Section 1 hereof or in certificates of any officer of the Company Company, the Adviser or any of its subsidiaries delivered pursuant to the provisions hereofAdministrator, to the performance by the Company Company, the Adviser and the Administrator of its their respective covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in Section 1 hereof and in certificates of any officer of the Company or any subsidiary of its subsidiaries the Company delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in certificates of any officer of the Company or any of its subsidiaries (including the Bank) or any representative of the Selling Shareholder delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Selling Shareholders contained herein or in certificates of any officer of the Company or any of its subsidiaries or on behalf of any Selling Shareholder delivered pursuant to the provisions hereof, to the performance by the Company and each Selling Shareholder of its their respective covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in Section 1 hereof or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in this Agreement, or in certificates of signed by any officer of the Company or any subsidiary of its subsidiaries the Company (whether signed on behalf of such officer, the Company or such subsidiary) delivered pursuant to the provisions hereofRepresentatives or counsel for the Underwriters, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in Section 1(a) hereof or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy in all material respects of the representations and warranties of the Company contained herein in Section 1 hereof or in certificates of any officer of the Company or any subsidiary of its subsidiaries the Company delivered pursuant to the provisions hereof, to the performance in all material respects by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters Underwriter hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in Section 1 hereof or in certificates of any officer of the Company or any subsidiary of its subsidiaries the Company delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in Section 1 hereof or in certificates of any officer of the Company or any subsidiary of its subsidiaries the Company delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company Operating Partnership contained herein in Section 1 hereof or in certificates of any officer or authorized representative of the Company Operating Partnership or any of its subsidiaries other Simon Entity delivered pursuant to the provisions hereof, to the performance by the Company Operating Partnership of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in Section 1 hereof or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunderhereunder that are required to be performed or satisfied by it at or prior to the Closing Time, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in Section 1 hereof and in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, hereunder and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Manager contained herein in Section 1 hereof or in certificates of any officer of the Company or any subsidiary of its subsidiaries the Company or the Manager delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in Section 1 hereof, in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereofsubsidiaries, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its the covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The respective obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in certificates of any officer of the Company or any of its subsidiaries Subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to each of the following further additional terms and conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in this Agreement, or in certificates of signed by any officer of the Company or any subsidiary of its subsidiaries the Company (whether signed on behalf of such officer, the Company or such subsidiary) delivered pursuant to the provisions hereofRepresentative or counsel for the Underwriters, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in Section 1 hereof and in certificates of any officer of the Company or any affiliate or subsidiary of its subsidiaries the Company delivered pursuant to the provisions hereof, to the performance by the Company in all material respects of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Operating Partnership contained herein in this Agreement or in certificates of any executive officer of the Company Company, the Operating Partnership or any of its their respective subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company Company, and the Operating Partnership of its their respective covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters Underwriter hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Operating Partnership contained herein in Section 1 hereof or in certificates of any officer of the Company or any of its subsidiaries the Company as general partner of the Operating Partnership delivered pursuant to the provisions hereof, to the performance by the Company and the Operating Partnership of its their respective covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company Transaction Entities contained herein in Section 1 hereof or in certificates of any officer of the Company Transaction Entities or any of its their subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company Transaction Entities of its their covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Adviser contained herein or in certificates of any officer of the Company or Company, any of its subsidiaries the Subsidiaries or the Adviser delivered pursuant to the provisions hereof, to the performance by the Company and the Adviser of its their respective covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Bank contained herein or in certificates of any officer of the Company or any of its subsidiaries Subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company Operating Partnership contained herein in this Agreement, or in certificates of signed by any officer of the Company Operating Partnership (whether signed on behalf of such officer or any of its subsidiaries the Operating Partnership) delivered pursuant to the provisions hereofRepresentatives or counsel for the Underwriters, to the performance by the Company Operating Partnership of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company Company, the Operating Partnership and the Manager contained herein in Section 1 hereof or in certificates of any officer of the Company Company, the Operating Partnership, the Manager or any of its their respective subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company Company, the Operating Partnership or the Manager of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company Transaction Entities contained herein in Section 1(a) hereof or in certificates of any officer of either of the Company or any of its subsidiaries Transaction Entities delivered pursuant to the provisions hereof, to the performance by the Company Transaction Entities of its their respective covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Operating Partnership contained herein or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company and the Operating Partnership of its their respective covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained and the Subsidiary Guarantors herein or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereofcontained, to the performance by the Company and the Subsidiary Guarantors of its covenants and other their obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in Section 1 hereof or in certificates of any officer of the Company or any of its subsidiaries Subsidiary delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in this Agreement, or in certificates of signed by any officer of the Company or any subsidiary of its subsidiaries the Company (whether signed on behalf of such officer, the Company or such subsidiary) delivered pursuant to the provisions hereofhereof to the Representatives or counsel for the Underwriters, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder to purchase and pay for the Notes as provided in this Agreement are subject to the accuracy of the representations and warranties of the Company contained herein or in Section 1 hereof and as of each Representation Date, to the accuracy of the statements made in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in Section 1(a) hereof or in certificates of any officer of the Company or any subsidiary of its subsidiaries the Company delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy accuracy, as of the Execution Time, the Applicable Time and as of the Closing Time, of the representations and warranties of the Company contained herein in Section 1 hereof or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in Section 1 hereof or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company Company, the Adviser and the Administrator contained herein in this Agreement or in certificates of any officer of the Company Company, the Adviser, the Administrator or any of its their respective subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company Company, the Adviser and the Administrator of its their respective covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The respective obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to each of the following further additional terms and conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its respective covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Trust contained herein in Section 1 hereof or in certificates of any officer of the Company or any of its subsidiaries Trustee delivered pursuant to the provisions hereof, to the performance by the Company and the Trust of its their respective covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in Section 1 hereof or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Advisor, contained herein in Section 1 and Section 2 hereof or in certificates of any officer of the Company or any of its subsidiaries and the Advisor delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties on the part of the Company contained herein or in certificates of any officer and the accuracy of the Company or statements of the Company’s officers made in any of its subsidiaries delivered certificate furnished pursuant to the provisions hereofof this Agreement, to the performance and observance by the Company of its all covenants and other obligations hereunder, agreements herein contained on its part to be performed and observed and to the following further conditionsadditional conditions precedent:

Conditions of Underwriters’ Obligations. The respective obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Operating Partnership contained herein or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company and the Operating Partnership of its their respective covenants and other obligations hereunder, and to each of the following further additional terms and conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company Transaction Entities contained herein or in certificates of any officer of the Company Transaction Entities or any of its their subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company Transaction Entities of its their respective covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder to purchase and pay for the Securities are subject to the accuracy of the representations and warranties of the Company contained herein in Section 1 hereof or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Operating Partnership contained herein as of the date hereof and as of the Closing Time or in certificates of any officer of the Company or the Operating Partnership or any of its their respective subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company and the Operating Partnership of its their respective covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are shall be subject to the accuracy of the representations and warranties of the Company contained herein or in certificates Section 1 hereof as of the Applicable Time, the Closing Time and any officer Option Closing Time pursuant to Section 2 hereof, to the accuracy of the statements of the Company or made in any of its subsidiaries certificates delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Guarantor contained herein in Section 1 hereof or in certificates of any officer of the Company or any of its subsidiaries the Guarantor delivered pursuant to the provisions hereof, to the performance by the Company and the Guarantor of its their covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Operating Partnership contained herein or in certificates of any officer of the Company or the Operating Partnership or any of its their subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company and the Operating Partnership of its their respective covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in Section 1(a) as of the Applicable Time, the time this Underwriting Agreement is executed and delivered by the parties hereto and the Closing Date, to the accuracy of the statements made in certificates of the Company executed by any officer of the Company or any officer of its any of the Company’s subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Adviser contained herein or in certificates of any officer of the Company or any of its subsidiaries the Adviser delivered pursuant to the provisions hereof, to the performance by the Company and the Adviser of its their respective covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in Section 1 hereof or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunderhereunder required to be performed prior to Closing Time, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Operating Partnership contained herein on the date hereof and at the Closing Time or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company and the Operating Partnership of its their respective covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company Transaction Entities contained herein in Section 3 or in certificates of any officer of the Company Transaction Entities or any of its subsidiaries their Subsidiaries delivered pursuant to the provisions hereof, to the performance in all material respects by the Company Transaction Entities of its their covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in certificates of any officer Section 1(a) hereof, at and as of the Company or any Time of its subsidiaries delivered pursuant to Delivery and the provisions hereofClosing Time, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in Section 1(a) hereof or in certificates of any officer of the Company or any subsidiary of its subsidiaries the Company delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Manager contained herein in Section 1 hereof, or in certificates of signed by any officer of the Company, the Manager or any subsidiary of the Company (whether signed on behalf of such officer, the Company or any of its subsidiaries such subsidiary) delivered pursuant to the provisions hereofRepresentatives or counsel for the Underwriters, to the performance by the Company and the Manager of its their respective covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in certificates of any officer Section 1(a) hereof, at and as of the Company or any Time of its subsidiaries delivered pursuant to Sale and the provisions hereofClosing Time, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in Section 1(a) hereof or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, hereunder and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties on the part of the Company contained herein or in certificates of any officer and the accuracy of the Company or statements of the Company's officers made in any of its subsidiaries delivered certificate furnished pursuant to the provisions hereof, to the performance and observance by the Company of its all covenants and other obligations hereunder, agreements herein contained on its part to be performed and observed and to the following further conditionsadditional conditions precedent:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company THL Entities contained herein or in certificates of any officer of the Company or any of its subsidiaries THL Entities delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in certificates of any officer of the Company or any of its subsidiaries Subsidiary delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in this Agreement, or in certificates of signed by any officer of the Company (whether signed on behalf of such officer or any of its subsidiaries the Company) delivered pursuant to the provisions hereofRepresentatives or counsel for the Underwriters, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in Section 1 hereof or in certificates of any officer of the Company or any of its subsidiaries subsidiary delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties on the part of the Company and the Guarantors contained herein or in certificates of any officer of the Company and the Guarantors or any of its their subsidiaries delivered pursuant to the provisions hereof, as of the date hereof and as of the Closing Time as though then made and, to the timely performance by the Company and the Guarantors of its their covenants and other obligations hereunder, and to each of the following further additional conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Advisor contained herein in Section 1 hereof or in certificates of any officer of the Company or any of its subsidiaries and the Advisor delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of --------------------------------------- the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in Section 1 hereof or in certificates of any officer of the Company or any subsidiary of its subsidiaries the Company delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Guarantor contained herein in Section 1 hereof or in certificates of any officer of the Company or any subsidiary of its subsidiaries the Company delivered pursuant to the provisions hereof, to the performance by the Company and the Guarantor of its their covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in certificates of any officer of the Company or any of its subsidiaries subsidiary delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Partnership contained herein in Section 1 hereof or in certificates of any officer of the Company or any of its subsidiaries Subsidiary delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Operating Partnership contained herein in Section 1 hereof or in certificates of any officer of the Company or any subsidiary of its subsidiaries the Company delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in Section 1 hereof or in certificates of any officer of the Company or any subsidiary of its subsidiaries the Company delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:.

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Operating Partnership contained herein in Section 1 hereof or in certificates of any officer or authorized representative of the Company or any of its subsidiaries the Operating Partnership delivered pursuant to the provisions hereof, to the performance by each of the Company and the Operating Partnership of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in Section 1 hereof or in certificates of any officer of the Company or any of its subsidiaries the Company delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunderhereunder that are required to be performed or satisfied by it prior to Closing Time, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters Underwriter hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in Section 1 hereof and in certificates of any officer of the Company or any of its subsidiaries Subsidiary delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in certificates of any officer of the Company or any of its subsidiaries Subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in Section 1 hereof as of the Execution Time and the Closing Time or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:.

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in Section 1 hereof and in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunderhereunder that are required to be performed or satisfied by it at or prior to the Closing Time, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company Transaction Entities and the Manager contained herein in Section 1(a) and Section 1(b) hereof, respectively, as of the date hereof, the Applicable Time and the Closing Time or in certificates of any officer or other representative of either of the Company Transaction Entities, the Manager or any of its their respective subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company Transaction Entities and the Manager of its their respective covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in certificates of any officer member of the management board of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company Company, and the Manager contained herein or in certificates of any officer of the Company Company, the Manager or any of its their subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy accuracy, when made on each Date of Delivery, of the representations and warranties of the Company Partnership contained herein in Sections 1(a) hereof or in certificates of any officer of the Company General Partner on behalf of the Partnership or any subsidiary of its subsidiaries the Partnership delivered pursuant to the provisions hereof, to the performance by the Company Partnership of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Operating Partnership contained herein in Section 1 hereof or in certificates of any officer or authorized representative of the Company or any of its subsidiaries the Operating Partnership delivered pursuant to the provisions hereof, to the performance by the Company or the Operating Partnership of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in this Agreement or in certificates of any officer of the Company or any subsidiary of its subsidiaries the Company delivered pursuant to the provisions hereof, to the performance by the Company of its respective covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Guarantors contained herein or in certificates of any officer of the Company Company, the Guarantors or any of its subsidiaries delivered pursuant to the provisions hereoftheir subsidiaries, to the performance by the Company and the Guarantors of its their covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company contained herein in this Agreement or in certificates of any officer of the Company or any Material Subsidiary of its subsidiaries the Company delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company Transaction Entities contained herein or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company Transaction Entities of its their covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters Underwriter hereunder are subject to the accuracy of the representations and warranties of the Company contained herein or in certificates of any officer of the Company or any of its subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Manager contained herein as of the date hereof, the Applicable Time, the Closing Time and each Date of Delivery (if any), or in certificates of any officer of the Company or any of its subsidiaries the Manager delivered pursuant to the provisions hereof, to the performance by the Company and the Manager of its their respective covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company and the Selling Shareholders contained herein in Section 1 hereof or in certificates of any officer of the Company or on behalf of any of its subsidiaries Selling Shareholder delivered pursuant to the provisions hereof, to the performance by the Company of its covenants and other obligations hereunder, and to the following further conditions:

Conditions of Underwriters’ Obligations. The obligations of the several Underwriters hereunder are subject to the accuracy of the representations and warranties of the Company Company, the Operating Partnership and the Advisor contained herein or in certificates of any officer of the Company Company, the Operating Partnership or the Advisor or any of its their subsidiaries delivered pursuant to the provisions hereof, to the performance by the Company Company, the Operating Partnership and the Advisor of its their respective covenants and other obligations hereunder, and to the following further conditions: