Common use of Sale of Placement Securities Clause in Contracts

Sale of Placement Securities. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, upon a Manager’s acceptance of the terms of a Placement Notice, or upon receipt by a Manager of an Acceptance, as the case may be, and unless the sale of the Placement Securities described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, the applicable Manager, for the period specified in the Placement Notice (as amended by the corresponding Acceptance, if applicable), will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities up to the amount specified, and otherwise in accordance with the terms of such Placement Notice (as amended by the corresponding Acceptance, if applicable). The Company acknowledges and agrees that (i) there can be no assurance that the Managers will be successful in selling Placement Securities, (ii) the Managers will incur no liability or obligation to the Company or any other person or entity if they do not sell Placement Securities for any reason other than a failure by the applicable Manager to use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities as required under this Section 6 and (iii) the Managers shall be under no obligation to purchase Securities on a principal basis pursuant to this Agreement, except as otherwise agreed by the Managers in the Placement Notice (as amended by the corresponding Acceptance, if applicable).

Sale of Placement Securities. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, upon a Manager’s [ ]’ acceptance of the terms of a Placement Notice, Notice or upon receipt by a Manager [ ] of an Acceptance, as the case may be, and unless the sale of the Placement Securities described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, the applicable Manager[ ], for the period specified in the Placement Notice (as amended by the corresponding Acceptance, if applicable), will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities up to the amount specified, and otherwise in accordance with the terms of such Placement Notice (as amended by the corresponding Acceptance, if applicable). The Company acknowledges and agrees that (i) there can be no assurance that the Managers [ ] will be successful in selling Placement Securities, (ii) the Managers [ ] will incur no liability or obligation to the Company or any other person or entity if they do it does not sell Placement Securities for any reason other than a failure by the applicable Manager [ ] to use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities as required under this Section 6 and (iii) the Managers [ ] shall be under no obligation to purchase Securities on a principal basis pursuant to this Agreement, except as otherwise agreed by [ ] and the Managers Company in the Placement Notice (as amended by the corresponding Acceptance, if applicable).

Sale of Placement Securities. On the basis of the representations representations, warranties and warranties agreements contained herein contained and subject to the terms and conditions herein set forthforth herein, upon a Managerthe Agent’s acceptance of the terms of a Placement Notice, Notice or upon receipt by a Manager the Agent of an Acceptance, as the case may be, and unless the sale of the Placement Securities described therein has been declined, suspended, suspended or otherwise terminated in accordance with the terms of this Agreement, the applicable ManagerAgent, for the period specified in the Placement Notice (as amended by the corresponding Acceptance, if applicable), will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities up to the amount specified, and otherwise in accordance with the terms of such Placement Notice (as amended by the corresponding Acceptance, if applicable). The Company acknowledges and agrees that (i) there can be no assurance that the Managers Agent will be successful in selling Placement Securities, (ii) the Managers Agent will not incur no liability or obligation to the Company or any other person or entity if they do it does not sell Placement Securities for any reason other than a failure by the applicable Manager Agent to use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities as required under this Section 6 and (iii) the Managers Agent shall not be under no any obligation to purchase Securities on a principal basis pursuant to this Agreement, except as otherwise agreed by the Managers Agent in the Placement Notice (as amended by the corresponding Acceptance, if applicable).

Sale of Placement Securities. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, upon a Manager’s X.X. Xxxxxx’x acceptance of the terms of a Placement Notice, Notice or upon receipt by a Manager X.X. Xxxxxx of an Acceptance, as the case may be, and unless the sale of the Placement Securities described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, the applicable ManagerX.X. Xxxxxx, for the period specified in the Placement Notice (as amended by the corresponding Acceptance, if applicable)Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities up to the amount specified, and otherwise in accordance with the terms of such Placement Notice (as amended by the corresponding Acceptance, if applicable)Notice. The Company acknowledges and agrees that (i) there can be no assurance that the Managers X.X. Xxxxxx will be successful in selling Placement Securities, (ii) the Managers X.X. Xxxxxx will incur no liability or obligation to the Company or any other person or entity if they do it does not sell Placement Securities for any reason other than a failure by the applicable Manager X.X. Xxxxxx to use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities as required under this Section 6 Agreement and (iii) the Managers X.X. Xxxxxx shall be under no obligation to purchase Securities on a principal basis pursuant to this Agreement, except as otherwise agreed by the Managers X.X. Xxxxxx in the Placement Notice (as amended by the corresponding Acceptance, if applicable).

Sale of Placement Securities. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, upon a Managerthe Agent’s acceptance of the terms of a Placement Notice, Notice or upon receipt by a Manager the Agent of an Acceptance, as the case may be, and unless the sale of the Placement Securities described therein has been declined, suspended, suspended or otherwise terminated in accordance with the terms of this Agreement, the applicable ManagerAgent, for the period specified in the Placement Notice (as amended by the corresponding Acceptance, if applicable), will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities up to the amount specified, and otherwise in accordance with the terms of such Placement Notice (as amended by the corresponding Acceptance, if applicable). The Company acknowledges and agrees that (i) there can be no assurance that the Managers Agent will be successful in selling Placement Securities, (ii) the Managers Agent will incur no liability or obligation to the Company or any other person or entity if they do it does not sell Placement Securities for any reason other than a failure by the applicable Manager Agent to use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities as required under this Section 6 and (iii) the Managers shall be under no obligation to purchase Securities on a principal basis pursuant to this Agreement, except as otherwise agreed by the Managers Agent in the Placement Notice (as amended by the corresponding Acceptance, if applicable)) or in a separate terms agreement, the Agent shall be under no obligation to purchase Securities as principal pursuant to this Agreement.

Sale of Placement Securities. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, upon a ManagerBAML’s acceptance of the terms of a Placement Notice, Notice or upon receipt by a Manager BAML of an Acceptance, as the case may be, and unless the sale of the Placement Securities described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, the applicable ManagerBAML, for the period specified in the Placement Notice (as amended by the corresponding Acceptance, if applicable), will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities up to the amount specified, and otherwise in accordance with the terms of such Placement Notice (as amended by the corresponding Acceptance, if applicable). The Company acknowledges and agrees that (i) there can be no assurance that the Managers BAML will be successful in selling Placement Securities, (ii) the Managers BAML will incur no liability or obligation to the Company or any other person or entity if they do it does not sell Placement Securities for any reason other than a failure by the applicable Manager BAML to use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities as required under this Section 6 and (iii) the Managers BAML shall be under no obligation to purchase Securities on a principal basis pursuant to this Agreement, except as otherwise agreed by the Managers in the Placement Notice (as amended by the corresponding Acceptance, if applicable).

Sale of Placement Securities. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, upon a ManagerDBSI’s acceptance of the terms of a Placement Notice, Notice or upon receipt by a Manager DBSI of an Acceptance, as the case may be, and unless the sale of the Placement Securities described therein has been declined, suspended, suspended or otherwise terminated in accordance with the terms of this Agreement, the applicable ManagerDBSI, for the period specified in the Placement Notice (as amended by the corresponding Acceptance, if applicable), will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities up to the amount specifiedspecified in, and otherwise in accordance with the terms of of, such Placement Notice (as amended by the corresponding Acceptance, if applicable). The Company acknowledges and agrees that (i) there can be no assurance that the Managers DBSI will be successful in selling Placement Securities, (ii) the Managers DBSI will incur no liability or obligation to the Company or any other person or entity if they do it does not sell Placement Securities for any reason other than a failure by the applicable Manager DBSI to use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities as required under this Section 6 and (iii) the Managers DBSI shall be under no obligation to purchase Securities on a principal basis pursuant to this Agreement, except as otherwise agreed by the Managers DBSI in the a Placement Notice (as amended by the corresponding Acceptance, if applicable).

Sale of Placement Securities. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, upon a ManagerBTIG’s acceptance of the terms of a Placement Notice, Notice or upon receipt by a Manager BTIG of an Acceptance, as the case may be, and unless the sale of the Placement Securities described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, the applicable ManagerBTIG, for the period specified in the Placement Notice (as amended by the corresponding Acceptance, if applicable), will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities up to the amount specified, and otherwise in accordance with the terms of such Placement Notice (as amended by the corresponding Acceptance, if applicable). The Company acknowledges and agrees that (i) there can be no assurance that the Managers BTIG will be successful in selling Placement Securities, (ii) the Managers BTIG will incur no liability or obligation to the Company or any other person or entity if they do it does not sell Placement Securities for any reason other than a failure by the applicable Manager BTIG to use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities as required under this Section 6 6. and (iii) the Managers BTIG shall be under no obligation to purchase Securities on a principal basis pursuant to this Agreement, except as otherwise agreed by the Managers BTIG in the Placement Notice (as amended by the corresponding Acceptance, if applicable).

Sale of Placement Securities. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, upon a Manageran Agent’s acceptance of the terms of a Placement Notice, Notice or upon receipt by a Manager an Agent of an Acceptance, as the case may be, and unless the sale of the Placement Securities described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, the applicable Managersuch Agent, for the period specified in the Placement Notice (as amended by the corresponding Acceptance, if applicable), will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities up to the amount specified, and otherwise in accordance with the terms of such Placement Notice (as amended by the corresponding Acceptance, if applicable). The Company acknowledges and agrees that (i) there can be no assurance that the Managers such Agent will be successful in selling Placement Securities, (ii) the Managers such Agent will incur no liability or obligation to the Company or any other person or entity if they do it does not sell Placement Securities for any reason other than a failure by the applicable Manager such Agent to use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities as required under this Section 6 and (iii) the Managers such Agent shall be under no obligation to purchase Securities on a principal basis pursuant to this Agreement, except as otherwise agreed by the Managers such Agent in the Placement Notice (as amended by the corresponding Acceptance, if applicable)) or otherwise in writing.

Sale of Placement Securities. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, upon a Managerthe Agent’s acceptance of the terms of a Placement Notice, Notice or upon receipt by a Manager the Agent of an Acceptance, as the case may be, and unless the sale of the Placement Securities described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, the applicable ManagerAgent, for the period specified in the Placement Notice (as amended by the corresponding Acceptance, if applicable), will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities up to the amount specified, and otherwise in accordance with the terms of such Placement Notice (as amended by the corresponding Acceptance, if applicable). The Company acknowledges Transaction Entities acknowledge and agrees agree that (i) there can be no assurance that the Managers Agent will be successful in selling Placement Securities, (ii) the Managers Agent will incur no liability or obligation to the Company Transaction Entities or any other person or entity if they do it does not sell Placement Securities for any reason other than a failure by the applicable Manager Agent to use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities as required under this Section 6 and (iii) the Managers Agent shall be under no obligation to purchase Securities on a principal basis pursuant to this Agreement, except as otherwise agreed by the Managers Agent in the Placement Notice (as amended by the corresponding Acceptance, if applicable).

Sale of Placement Securities. On the basis of the representations representations, warranties and warranties agreements contained herein contained and subject to the terms and conditions herein set forthforth herein, upon a Managerthe applicable Agent’s acceptance of the terms of a Placement Notice, Notice or upon receipt by a Manager the applicable Agent of an Acceptance, as the case may be, and unless the sale of the Placement Securities described therein has been declined, suspended, suspended or otherwise terminated in accordance with the terms of this Agreement, the applicable Managersuch Agent, for the period specified in the Placement Notice (as amended by the corresponding Acceptance, if applicable), will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities up to the amount specified, and otherwise in accordance with the terms of such Placement Notice (as amended by the corresponding Acceptance, if applicable). The Company acknowledges and agrees that (i) there can be no assurance that the Managers applicable Agent will be successful in selling Placement Securities, (ii) the Managers no Agent will incur no liability or obligation to the Company or any other person or entity if they do it does not sell Placement Securities for any reason other than a failure by the applicable Manager such Agent to use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities as required under this Section 6 and (iii) the Managers no Agent shall be under no any obligation to purchase Securities on a principal basis pursuant to this Agreement, except as otherwise agreed by the Managers applicable Agent in the Placement Notice (as amended by the corresponding Acceptance, if applicable).

Sale of Placement Securities. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, upon a ManagerRBC’s acceptance of the terms of a Placement Notice, Notice or upon receipt by a Manager RBC of an Acceptance, as the case may be, and unless the sale of the Placement Securities described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, the applicable ManagerRBC, for the period specified in the Placement Notice (as amended by the corresponding Acceptance, if applicable), will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities up to the amount specified, and otherwise in accordance with the terms of such Placement Notice (as amended by the corresponding Acceptance, if applicable). The Company acknowledges and agrees that (i) there can be no assurance that the Managers RBC will be successful in selling Placement Securities, (ii) the Managers RBC will incur no liability or obligation to the Company or any other person or entity if they do it does not sell Placement Securities for any reason other than a failure by the applicable Manager RBC to use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities as required under this Section 6 and (iii) the Managers RBC shall be under no obligation to purchase Securities on a principal basis pursuant to this Agreement, except as otherwise agreed by the Managers in the Placement Notice (as amended by the corresponding Acceptance, if applicable).

Sale of Placement Securities. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, upon a Managerthe applicable Agent’s acceptance of the terms of a Placement Notice, Notice or upon receipt by a Manager such Agent of an Acceptance, as the case may be, and unless the sale of the Placement Securities described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, the applicable ManagerAgent, for the period specified in the Placement Notice (as amended by the corresponding Acceptance, if applicable), will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities up to the amount specified, and otherwise in accordance with the terms of such Placement Notice (as amended by the corresponding Acceptance, if applicable). The Company acknowledges and agrees that (i) there can be no assurance that the Managers any Agent will be successful in selling Placement Securities, (ii) the Managers no Agent will incur no liability or obligation to the Company or any other person or entity if they do it does not sell Placement Securities for any reason other than a failure by the applicable Manager any Agent to use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities as required under this Section 6 and (iii) the Managers no Agent shall be under no any obligation to purchase Securities on a principal basis pursuant to this Agreement, except as otherwise agreed by the Managers Agent in the Placement Notice (as amended by the corresponding Acceptance, if applicable).

Sale of Placement Securities. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, upon a ManagerAgent’s acceptance of the terms of a Placement Notice, Notice or upon receipt by a Manager Agent of an Acceptance, as the case may be, and unless the sale of the Placement Securities described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, the applicable ManagerAgent, for the period specified in the Placement Notice (as amended by the corresponding Acceptance, if applicable), will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities at market prevailing prices up to the amount specified, and otherwise in accordance with the terms of such Placement Notice (as amended by the corresponding Acceptance, if applicable). The Company acknowledges and agrees that (i) there can be no assurance that the Managers Agent will be successful in selling Placement Securities, (ii) the Managers Agent will incur no liability or obligation to the Company or any other person or entity if they do it does not sell Placement Securities for any reason other than a failure by the applicable Manager Agent to use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities as required under this Section 6 and (iii) the Managers Agent shall be under no obligation to purchase Securities on a principal basis pursuant to this Agreement, except as otherwise agreed by the Managers Agent in the Placement Notice (as amended by the corresponding Acceptance, if applicable).

Sale of Placement Securities. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, upon a ManagerKBW’s acceptance of the terms of a Placement Notice, Notice or upon receipt by a Manager KBW of an Acceptance, as the case may be, and unless the sale of the Placement Securities described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, the applicable ManagerKBW, for the period specified in the Placement Notice (as amended by the corresponding Acceptance, if applicable), will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities up to the amount specified, and otherwise in accordance with the terms of such Placement Notice (as amended by the corresponding Acceptance, if applicable). The Company acknowledges and agrees that (i) there can be no assurance that the Managers KBW will be successful in selling Placement Securities, (ii) the Managers KBW will incur no liability or obligation to the Company or any other person or entity if they do it does not sell Placement Securities for any reason other than a failure by the applicable Manager KBW to use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Securities as required under this Section 6 6, and (iii) the Managers KBW shall be under no obligation to purchase Securities on a principal basis pursuant to this Agreement, except as otherwise agreed by the Managers KBW in the Placement Notice (as amended by the corresponding Acceptance, if applicable)) or otherwise in writing.