Placement of Shares. (a) Subject to the terms and conditions set forth herein, the Fund appoints the Placement Agent as its non-exclusive placement agent in connection with the placement of Shares, and the Placement Agent hereby accepts such appointment and agrees to use its reasonable best efforts to offer and sell Shares to investors whom the Placement Agent reasonably believes meet the eligibility requirements set forth in the Memorandum and to use all reasonable efforts to assist the Fund in obtaining performance by each investor who submits a Subscription Agreement (as defined below).
Placement of Shares. (a) Subject to the terms and conditions set forth in this Agreement, the Fund appoints you as a placement agent in connection with the placement of Shares in accordance with the terms of this Agreement. This appointment is non-exclusive and we may appoint at any time and from time to time other placement agents in our sole discretion. Subject to the performance in all material respects by the Fund of its obligations under this Agreement, and to the completeness and accuracy in all material respects of all of the representations and warranties of the Fund contained in this Agreement, you accept such agency and agree on the terms and conditions set out in this Agreement to use your best efforts to find qualified subscribers for Shares and to use all reasonable efforts to assist the Fund in obtaining performance by each subscriber.
Placement of Shares. (a) Subject to the terms and conditions set forth herein, the Fund appoints the Placement Agent as its non-exclusive placement agent in connection with the placement of Shares, and the Placement Agent hereby accepts such appointment and agrees to use its commercially reasonable efforts to offer and sell Shares to investors whom the Placement Agent reasonably believes meet the eligibility requirements set forth in the Memorandum. Unless otherwise agreed by the parties, the Fund and/or Magnetar Financial LLC, the Fund's investment adviser (the "Investment Adviser"), and/or PFPC, Inc., the Fund's administrator (the "Administrator"), shall be responsible for reviewing each Subscription Agreement (as defined below) to confirm that it has been completed in accordance with the instructions thereto and that each has been completed by or on behalf of an "Eligible Investor" as described in the Memorandum. The Fund and/or the Administrator, in its or their sole discretion, may return to the Placement Agent any Subscription Agreement that is not completed to its or their satisfaction and shall be under no obligation to accept any Subscription Agreement. The Placement Agent is not obligated to sell any specific number of Shares or to purchase any Shares for its own account. The Fund shall be entitled to appoint additional placement agents.
Placement of Shares. (a) Subject to the terms and conditions set forth in this Agreement, the Trust appoints you as a placement agent in connection with the placement of Shares of each Fund with JPMIM and its investment advisory affiliates. JPMIM and its investment advisory affiliates will place such shares in the accounts of subscribers to whom JPMIM or the respective affiliate provides investment advisory services. Subject to the performance in all material respects by the Trust of its obligations under this Agreement, and to the completeness and accuracy in all material respects of all of the representations and warranties of the Trust contained in this Agreement, you accept such agency and agree to the terms and conditions set out in this Agreement. You will not have any liability to the Trust in the event that any subscriber fails to consummate the purchase of Shares for any reason other than as a result of your willful misfeasance, bad faith, negligence or reckless disregard of your duties under this Agreement.
Placement of Shares. On the basis of the representations, warranties and agreements of the Company herein contained and subject to all the terms and conditions of this Placement Agency Agreement, the Placement Agent agrees to act as the Company's exclusive placement agent, on a best efforts basis, in connection with the issuance and sale by the Company of the Shares to Investors. The Placement Agent is not obligated and does not intend to purchase any of the Shares in the Offering. The Company shall pay to the Placement Agent the fee per share from the sale of each of the Shares in the Offering (the "Placement Agency Fee") as set forth in the Price Determination Agreement. The Placement Agent is authorized to deduct the amount of the Placement Agency Fees from the amount remitted by the Investors for the purchase of each of the Shares in the Offering.
Placement of Shares. (a) Subject to the terms and conditions set forth herein, the Distributor hereby appoints the Placement Agent as a non-exclusive placement agent in connection with the placement of the Shares. The Placement Agent hereby accepts such agency and agrees on the terms and conditions herein set forth to use reasonable efforts during the term hereof to find purchasers for Shares (“Placement Agent Customers”) and to assist in obtaining payment for the Shares from Placement Agent Customers. For the avoidance of doubt, this Agreement shall not rise to any express or implied commitment by the Placement Agent to purchase or place any Shares.
Placement of Shares. The Xxx Trust will place the Shares in an account at the Bank and will comply with its obligations under the Pledge and Guarantee Agreements and the Xxx Guarantee.
Placement of Shares. (a) Subject to the terms and conditions set forth herein, the Principal Underwriter hereby appoints the Placement Agent as a non-exclusive placement agent in connection with the placement of Shares. The Placement Agent hereby accepts such agency and agrees on the terms and conditions herein set forth to use reasonable efforts during the term hereof to find qualified subscribers for Shares (“Placement Agent Customers”) and to assist in obtaining payment for Shares from Placement Agent Customers.
Placement of Shares. (a) Subject to the terms and conditions set forth in this Agreement, the Trust appoints you as a placement agent in connection with the placement of Shares of each Fund. Subject to the performance in all material respects by the Fund of its obligations under this Agreement, and to the completeness and accuracy in all material respects of all of the representations and warranties of the Trust contained in this Agreement, you accept such agency and agree on the terms and conditions set out in this Agreement to qualify subscribers for Shares. You will not have any liability to the Trust in the event that any subscriber fails to consummate the purchase of any Shares for any reason other than your willful misfeasance, bad faith, negligence or reckless disregard of your duties under this Agreement.
Placement of Shares. The Shares of Common Stock are to be offered to the public by the applicable company as part of its self-underwritten initial public offering, through the Selling Agent and by the Company directly, at the price per Share set forth on the cover page of the applicable Prospectus (the “Public Offering Price”) and in accordance with the terms of the offering set forth in such Prospectus. Aegis acknowledges that the Company is not obligated to offer a specific number of Shares of Common Stock through Aegis. Aegis represents that it is engaged in the investment banking or securities business and is a member of the Financial Industry Regulatory Authority, Inc. (the “FINRA”) in good standing and further agrees to comply with the provisions of Rule 5141 of the Conduct Rules of the FINRA (the “Rules”), and Rule 5130. The Shares of Common Stock will be offered at the Public Offering Price less, in the case of Shares of Common Stock sold to persons with whom Aegis has or establishes a customer account relationship, a selling concession not in excess of 4.00% (four percent) of the Public Offering Price per Share of Common Stock, payable as hereinafter provided. The opportunity to offer the Shares of Common Stock for sale is subject to the Company’s ability lawfully to sell the Shares of Common Stock in certain states and Aegis’ ability lawfully to place the Shares of Common Stock with investors in the states in which it is qualified to do business. In this regard, the Company understands and agrees that Aegis may offer the Shares of Common Stock to its clients/client network according to its own internal standards of suitability, which suitability analysis shall be undertaken by Aegis in its sole and unfettered discretion. Aegis is under no obligation to offer any Shares of Common Stock to any prospective investor not meeting its internal suitability criteria or any other criteria that it may determine at any time during the pendency of the offering. The Company understands that Aegis reserves the right to decline to open an account for any investor who may seek to open an account with Aegis in connection with the Offering for any reason whatsoever.
