Common use of Default by Underwriter Clause in Contracts

Default by Underwriter. If an Underwriter shall fail at the Closing Date to purchase the Securities which it is obligated to purchase under this Agreement (the “Defaulted Securities”), the non-defaulting Underwriters shall have the right, within 24 hours thereafter, to make arrangements for such Underwriters, or any other Underwriter, to purchase all, but not less than all, of the Defaulted Securities in such amounts as may be agreed upon and upon the terms herein set forth; if, however, the non-defaulting Underwriter shall not have completed such arrangements within such 24-hour period, then: (a) if the number of Defaulted Securities does not exceed 10% of the number of Securities to be purchased hereunder, the non-defaulting Underwriters shall be obligated to, severally and not jointly, purchase the full amount thereof, or (b) if the number of Defaulted Securities exceeds 10% of the number of Securities to be purchased hereunder, this Agreement shall terminate without liability on the part of the non-defaulting Underwriters. (c) No action taken pursuant to this section shall relieve the defaulting Underwriter from liability in respect of its default. (d) In the event of any such default which does not result in a termination of this Agreement, either the Representatives or the Company shall have the right to postpone the Closing Date for a period not exceeding two business days in order to effect any required changes in the Offering Memorandum or in any other documents or arrangements. As used herein, the term “Underwriter” includes any person substituted for an Underwriter under this Section.

Default by Underwriter. (a) If an any Underwriter shall fail at the Closing Date default in its obligation to purchase the Securities Shares which it is obligated has agreed to purchase under this Agreement (the “Defaulted Securities”)hereunder at a Closing Date, the non-defaulting Representative may in its discretion arrange for any of the Underwriters shall have the right, within 24 hours thereafter, to make arrangements for such Underwriters, or any another party or other Underwriter, parties to purchase all, but not less than all, of the Defaulted Securities in such amounts as may be agreed upon and upon Shares on the terms herein set forth; if, however, contained herein. If within thirty-six hours after such default by any Underwriter the non-defaulting Underwriter shall not have completed such arrangements within such 24-hour period, then: (a) if the number of Defaulted Securities Representative does not exceed 10% arrange for the purchase of such Shares, then the number of Securities to be purchased hereunder, the non-defaulting Underwriters Company shall be obligated to, severally and not jointly, entitled to a further period of thirty-six hours within which to procure another party or parties satisfactory to the Representative to purchase the full amount thereof, or (b) if the number of Defaulted Securities exceeds 10% of the number of Securities to be purchased hereunder, this Agreement shall terminate without liability such Shares on the part of the non-defaulting Underwriters. (c) No action taken pursuant to this section shall relieve the defaulting Underwriter from liability in respect of its default. (d) such terms. In the event that, within the respective prescribed periods, the Representative notifies the Company that it has so arranged for the purchase of any such default which does not result in a termination Shares, or the Company notifies the Representative that it has so arranged for the purchase of this Agreementsuch Shares, either the Representatives Representative or the Company shall have the right to postpone the such Closing Date for a period of not exceeding two business days more than seven days, in order to effect any required whatever changes may thereby be made necessary in the Offering Memorandum Registration Statement or the Prospectus, or in any other documents or arrangements, and the Company agrees to file promptly any amendments to the Registration Statement or the Prospectus which in the Representative's opinion may thereby be made necessary. As The term "Underwriter" as used herein, the term “Underwriter” includes in this Agreement shall include any person substituted for an Underwriter under this SectionSection with like effect as if such person had originally been a party to this Agreement with respect to such Shares.

Default by Underwriter. OF MORE THAN 10%. If an Underwriter one or more of the Underwriters shall fail at or refuse (otherwise than for a reason sufficient to justify the Closing Date termination of this Agreement under the provisions of Section 7 or 11 hereof) to purchase the Securities which it is obligated to purchase under this Agreement (the “Defaulted Securities”), the non-defaulting Underwriters shall have the right, within 24 hours thereafter, to make arrangements and pay for such Underwriters, or any other Underwriter, to purchase all, but not less than all, of the Defaulted Securities in such amounts as may be agreed upon and upon the terms herein set forth; if, however, the non-defaulting Underwriter shall not have completed such arrangements within such 24-hour period, then: (a) if in the case of the Closing Date, the number of Defaulted Securities does not Firm Shares agreed to be purchased by such Underwriter or Underwriters upon tender to you of such Firm Shares in accordance with the terms hereof or (b) in the case of the Option Closing Date, the number of Additional Shares agreed to be purchased by such Underwriter or Underwriters upon tender to you of such Additional Shares in accordance with the terms hereof, and the number of such Shares shall exceed 10% of the number of Securities Firm Shares or Additional Shares required to be purchased hereunderby all the Underwriters on the Closing Date or the Option Closing Date, as the non-defaulting Underwriters case may be, then (unless within 48 hours after such default arrangements to ING's satisfaction shall be obligated to, severally and not jointly, have been made for the purchase the full amount thereof, or (b) if the number of Defaulted Securities exceeds 10% of the number defaulted Shares by an Underwriter or Underwriters) and subject to the provisions of Securities to be purchased hereunderSection 11(a) hereof, this Agreement shall will terminate without liability on the part of the any non-defaulting Underwriters. (c) No action taken pursuant to this section shall relieve Underwriter or on the defaulting Underwriter from liability part of the Company except as otherwise provided in respect of its default. (d) In the event of any such default which does not result Sections 6 and 8 hereof. As used in a termination of this Agreement, either the Representatives or the Company shall have the right to postpone the Closing Date for a period not exceeding two business days in order to effect any required changes in the Offering Memorandum or in any other documents or arrangements. As used herein, the term “"Underwriter” " includes any person substituted for an Underwriter under this Sectionparagraph. Nothing in this Section 12, and no action taken hereunder, shall relieve any defaulting Underwriter from liability in respect of any default of such Underwriter under this Agreement.