Common use of Permitted Free Writing Prospectuses Clause in Contracts

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior consent of Xxxxx Fargo Securities, and Xxxxx Fargo Securities represents, warrants and agrees that, unless it obtains the prior consent of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company representsand the OP represents and warrants that it has not made, warrants and each of the Company and the OP agrees that, that unless it obtains the prior consent of Xxxxx Fargo Securities, JonesTrading and Xxxxx Fargo Securities represents, warrants and JonesTrading agrees that, that unless it obtains the prior consent written of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto and free writing prospectus prospectuses, if any, consented to by Xxxxx Fargo Securities or by the Company, as the case may be, Company and JonesTrading is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company representsand the Operating Partnership represents and warrants that it has not made, warrants and each of the Company and the Operating Partnership agrees that, that unless it obtains the prior consent of B. Xxxxx Fargo Securities, and B. Xxxxx Fargo Securities represents, warrants and agrees that, that unless it obtains the prior consent written of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto and free writing prospectus prospectuses, if any, consented to by the Company and B. Xxxxx Fargo Securities or by the Company, as the case may be, is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company and the Operating Partnership represents, warrants and agrees that, unless it obtains the prior consent of Xxxxx Fargo SecuritiesXxxxxxx Xxxxx, and Xxxxxxx Xxxxx Fargo Securities represents, warrants and agrees that, unless it obtains the prior consent of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxxxx Xxxxx Fargo Securities or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in on Exhibit F attached hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior consent of Xxxxx Fargo Securitiesthe Agents, the Forward Purchasers and Xxxxx Fargo Securities representsthe Forward Sellers and the Agents, warrants the Forward Purchasers and the Forward Sellers represent, warrant and agrees that, unless it obtains they obtain the prior consent of the Company, it has Company they have not made and will not make any offer relating to the Securities Placement Shares that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities the Agents, the Forward Purchasers and the Forward Sellers or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F C hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants Partnership and agrees that, unless it obtains the prior consent of Xxxxx Fargo Securities, and Xxxxx Fargo Securities each Selling Unitholder represents, warrants and agrees that, unless it obtains the prior consent of the CompanyRepresentatives, and each Underwriter, severally and not jointly, represents, warrants and agrees that, unless it obtains the prior consent of the Partnership, each Selling Unitholder and the Representatives, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities the Representatives or by the CompanyPartnership, each Selling Unitholder and the Representatives, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company Partnership and each Selling Unitholder represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F C hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company and the Operating Partnership represents, warrants and agrees that, unless it obtains the prior consent of Xxxxx Fargo Securitiesthe Sales Agents, the Forward Sellers and the Forward Purchasers, and Xxxxx Fargo Securities each Sales Agent and each Forward Seller, represents, warrants and agrees that, unless it obtains the prior consent of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities the Sales Agents or Forward Sellers and the Forward Purchasers, as applicable, or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company representsand the Operating Partnership represents and warrants that it has not made, warrants and each of the Company and the Operating Partnership agrees that, that unless it obtains the prior consent of Xxxxx Fargo Securities, Rxxxxxx Jxxxx and Xxxxx Fargo Securities represents, warrants and Rxxxxxx Jxxxx agrees that, that unless it obtains the prior consent written of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto and free writing prospectus prospectuses, if any, consented to by Xxxxx Fargo Securities or by the Company, as the case may be, Company and Rxxxxxx Jxxxx is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company representsand the Operating Partnership represents and warrants that it has not made, warrants and each of the Company and the Operating Partnership agrees that, that unless it obtains the prior consent of Xxxxx Fargo Securities, Securities and Xxxxx Fargo Securities represents, warrants and agrees that, that unless it obtains the prior consent written of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto and free writing prospectus prospectuses, if any, consented to by the Company and Xxxxx Fargo Securities or by the Company, as the case may be, is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior consent of Xxxxx Fargo Securitiesthe Placement Agent, which consent shall not be unreasonably withheld, conditioned or delayed, and Xxxxx Fargo Securities the Placement Agent represents, warrants and agrees that, unless it obtains the prior consent of the Company, which consent shall not be unreasonably withheld, conditioned or delayed, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405405 under the Securities Act, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities the Placement Agent or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433433 under the Securities Act, and has complied and will comply with the requirements of Rule 433 under the Securities Act applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto hereto, as modified from time to time, are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior consent of Xxxxx Fargo SecuritiesMLV, which consent shall not be unreasonably withheld, conditioned or delayed, and Xxxxx Fargo Securities MLV represents, warrants and agrees that, unless it obtains the prior consent of the Company, which consent shall not be unreasonably withheld, conditioned or delayed, it has not made and will not make any offer relating to the Securities Placement Shares that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities MLV or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F G hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company representsand the Operating Partnership represents and warrants that it has not made, warrants and each of the Company and the Operating Partnership agrees that, that unless it obtains the prior consent of Xxxxx Fargo Securities, Bxxxx and Xxxxx Fargo Securities represents, warrants and Bxxxx agrees that, that unless it obtains the prior consent written of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto and free writing prospectus prospectuses, if any, consented to by Xxxxx Fargo Securities or by the Company, as the case may be, Company and Baird is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees thatthat it has not made and, unless it obtains the prior written consent of Xxxxx Fargo Securitiesthe Representatives, it will not make, and Xxxxx Fargo Securities each Underwriter, severally and not jointly, represents, warrants and agrees thatthat it has not made and, unless it obtains the prior written consent of the CompanyCompany and the Representatives, it has not made and will not make make, any offer relating to the Securities that constitutes or would constitute an Issuer Free Writing Prospectus, “issuer free writing prospectus” (as defined in Rule 433) or that otherwise constitutes or would otherwise constitute a “free writing prospectus,” (as defined in Rule 405) or portion thereof required to be filed with the Commission or, in the case of the Company, whether or not required to be filed with the Commission; provided that the prior written consent of the Company and the Representatives shall be deemed to have been given in respect of the Issuer General Use Free Writing Prospectuses, if any, listed on Exhibit E hereto and to any electronic roadshow in the form previously provided by the Company to and approved by the Representatives. Any such free writing prospectus consented to by Xxxxx Fargo Securities or by the Company, deemed to have been consented to as the case may be, aforesaid is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents represents, warrants and warrants agrees that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule Rules 164 and 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company representsand the Operating Partnership represents and warrants that it has not made, warrants and each of the Company and the Operating Partnership agrees that, that unless it obtains the prior consent of Xxxxx Fargo Securities, Jefferies and Xxxxx Fargo Securities represents, warrants and Jefferies agrees that, that unless it obtains the prior consent written of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto and free writing prospectus prospectuses, if any, consented to by Xxxxx Fargo Securities or by the Company, as the case may be, Company and Jefferies is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior written consent of Xxxxx Fargo Securitiesthe Agent, which consent shall not be unreasonably withheld, conditioned or delayed, and Xxxxx Fargo Securities the Agent represents, warrants and agrees that, unless it obtains the prior written consent of the Company, it has not made and will not make any offer relating to the Placement Securities that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities the Agent or by the Company, which consent shall not be unreasonably withheld, conditioned or delayed, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F 21 hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior consent of Xxxxx Fargo Securitieseach Agent, which consent shall not be unreasonably withheld, conditioned or delayed, and Xxxxx Fargo Securities each Agent represents, warrants and agrees that, unless it obtains the prior consent of the Company, which consent shall not be unreasonably withheld, conditioned or delayed, it has not made and will not make any offer relating to the Securities Placement Shares that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405405 under the Securities Act, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities the Agents or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 under the Securities Act applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F 23 hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company representsand the Operating Partnership represents and warrants that it has not made, warrants and each of the Company and the Operating Partnership agrees that, unless it obtains the prior consent of Xxxxx Fargo Securitiesthe Agents, the Forward Sellers and the Forward Purchasers, and Xxxxx Fargo Securities representseach of the Agents, the Forward Sellers and the Forward Purchasers represents and warrants and agrees that, unless it obtains the prior consent of the Company, it has not made and will not make any offer relating to the Securities Shares that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities any Agent or Forward Seller or by the Company, as the case may be, is hereinafter herein referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F attached hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company represents, and the Operating Partnership represents and warrants and agrees that, unless that it obtains the prior consent of Xxxxx Fargo Securitieshas not made, and Xxxxx Fargo Securities represents, warrants each of the Company and the Operating Partnership agrees that, that unless it obtains the prior consent of the Sales Agent, the Forward Seller and the Forward Purchaser, and each of the Sales Agent, the Forward Seller and the Forward Purchaser agrees that unless it obtains the prior written of the Company, it has not made and will not make any offer relating to the Securities Shares that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified 50 on Exhibit F attached hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F attached hereto and each of the free writing prospectus prospectuses, if any, consented to by Xxxxx Fargo Securities or by the CompanyCompany and the Sales Agent, as the case may be, Forward Seller and the Forward Purchaser is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F attached hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior consent of Xxxxx Fargo Securities, and Xxxxx Fargo Securities represents, warrants and agrees that, unless it obtains the prior consent of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 the Securities Act applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company representsand the Operating Partnership represents and warrants that it has not made, warrants and each of the Company and the Operating Partnership agrees that, that unless it obtains the prior consent of Xxxxx Fargo Securities, each Sales Agent and Xxxxx Fargo Securities represents, warrants and each Sales Agent agrees that, that unless it obtains the prior consent written of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F attached hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F attached hereto and each of the free writing prospectus prospectuses, if any, consented to by Xxxxx Fargo Securities or by the Company, as Company and the case may be, Sales Agents is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F attached hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior consent of Xxxxx Fargo SecuritiesXxxxxxx Xxxxxxx (such consent not to be unreasonably withheld, conditioned or delayed), and Xxxxx Fargo Securities Xxxxxxx Xxxxxxx represents, warrants and agrees that, unless it obtains the prior consent of the CompanyCompany (such consent not to be unreasonably withheld, conditioned or delayed), it has not made and will not make any offer relating to the Securities Placement Shares that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities Xxxxxxx Xxxxxxx or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F 23 hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior consent of Xxxxx Fargo Securitiesthe Agent, which consent shall not be unreasonably withheld, conditioned or delayed, and Xxxxx Fargo Securities the Agent represents, warrants and agrees that, unless it obtains the prior consent of the Company, which consent shall not be unreasonably withheld, conditioned, or delayed, it has not made and will not make any offer relating to the Securities Placement Shares that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities the Agent or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F 23 hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior consent of Xxxxx Fargo Securitiesthe Agent, which consent shall not be unreasonably withheld, conditioned or delayed, and Xxxxx Fargo Securities the Agent represents, warrants and agrees that, unless it obtains the prior consent of the Company, which consent shall not be unreasonably withheld, conditioned or delayed, it has not made and will not make any offer relating to the Securities Placement Shares that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405405 under the Securities Act, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities the Agent or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433433 under the Securities Act, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F 23 hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company represents, and the Operating Partnership represents and warrants and agrees that, unless that it obtains the prior consent of Xxxxx Fargo Securitieshas not made, and Xxxxx Fargo Securities represents, warrants each of the Company and the Operating Partnership agrees that, that unless it obtains the prior consent of the Sales Agent and the Sales Agent agrees that unless it obtains the prior written of the Company, it has not made and will not make any offer relating to the Securities Shares that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F attached hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F attached hereto and each of the free writing prospectus prospectuses, if any, consented to by Xxxxx Fargo Securities or by the Company, as Company and the case may be, Sales Agent is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F attached hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company represents, and the Operating Partnership represents and warrants and agrees that, unless that it obtains the prior consent of Xxxxx Fargo Securitieshas not made, and Xxxxx Fargo Securities represents, warrants each of the Company and the Operating Partnership agrees that, that unless it obtains the prior consent of the Sales Agent, the Forward Seller and the Forward Purchaser, and each of the Sales Agent, the Forward Seller and the Forward 50 Purchaser agrees that unless it obtains the prior written of the Company, it has not made and will not make any offer relating to the Securities Shares that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F attached hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F attached hereto and each of the free writing prospectus prospectuses, if any, consented to by Xxxxx Fargo Securities or by the CompanyCompany and the Sales Agent, as the case may be, Forward Seller and the Forward Purchaser is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F attached hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees thatthat it has not made and, unless it obtains the prior written consent of Xxxxx Fargo Securitiesthe Representatives, it will not make, and Xxxxx Fargo Securities each Underwriter, severally and not jointly, represents, warrants and agrees thatthat it has not made and, unless it obtains the prior written consent of the CompanyCompany and the Representatives, it has not made and will not make make, any offer relating to the Securities that constitutes or would constitute an Issuer Free Writing Prospectus, “issuer free writing prospectus” (as defined in Rule 433) or that otherwise constitutes or would otherwise constitute a “free writing prospectus,” (as defined in Rule 405) or portion thereof required to be filed with the Commission or, in the case of the Company, whether or not required to be filed with the Commission; provided that the prior written consent of the Company and the Representatives shall be deemed to have been given in respect of the Issuer General Use Free Writing Prospectuses, if any, listed on Exhibit E hereto and to any electronic roadshow in the form previously provided by the Company to and approved by the Representatives. Any such free writing prospectus consented to by Xxxxx Fargo Securities or by the Company, deemed to have been consented to as the case may be, aforesaid is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents represents, warrants and warrants agrees that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule Rules 164 and 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company representsEach of the Transaction Entities represents and warrants that it has not made, warrants and each of the Transaction Entities agrees that, that unless it obtains the prior consent of Xxxxx Fargo Securities, SunTrust and Xxxxx Fargo Securities represents, warrants and SunTrust agrees that, that unless it obtains the prior consent written of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto and free writing prospectus prospectuses, if any, consented to by Xxxxx Fargo Securities or by the Company, as the case may be, Company and SunTrust is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company representsand the Operating Partnership represents and warrants that it has not made, warrants and each of the Company and the Operating Partnership agrees that, that unless it obtains the prior consent of Xxxxx Fargo Securities, Stifel and Xxxxx Fargo Securities represents, warrants and Stifel agrees that, that unless it obtains the prior consent written of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto and free writing prospectus prospectuses, if any, consented to by Xxxxx Fargo Securities or by the Company, as the case may be, Company and Stifel is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company representsEach of the Transaction Entities represents and warrants that it has not made, warrants and each of the Transaction Entities agrees that, that unless it obtains the prior consent of Xxxxx Fargo Securities, Securities and Xxxxx Fargo Securities represents, warrants and agrees that, that unless it obtains the prior consent written of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto and free writing prospectus prospectuses, if any, consented to by the Company and Xxxxx Fargo Securities or by the Company, as the case may be, is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents Exhibit 10.4 and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior consent of Xxxxx Fargo SecuritiesCxxxx-Xxxxxx (such consent not to be unreasonably withheld, conditioned or delayed), and Xxxxx Fargo Securities Cxxxx-Xxxxxx represents, warrants and agrees that, unless it obtains the prior consent of the CompanyCompany (such consent not to be unreasonably withheld, conditioned or delayed), it has not made and will not make any offer relating to the Securities Placement Shares that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities Cxxxx-Xxxxxx or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each any Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F 23 hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior consent of Xxxxx Fargo Securitiesthe Agents (which consent shall not be unreasonably withheld or delayed), and Xxxxx Fargo Securities representsthe Agents represent, warrants warrant and agrees agree that, unless it obtains the prior consent of the Company, in each case which shall not be unreasonably withheld, delayed or conditioned, it has not made and will not make any offer relating to the Securities Placement Shares that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405405 under the Securities Act, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities the Agents or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433433 under the Securities Act, and has complied and will comply with the requirements of Rule 433 under the Securities Act applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F 23 hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior written consent of Xxxxx Fargo Securitiesthe Agent, which consent shall not be unreasonably withheld, conditioned or delayed and Xxxxx Fargo Securities the Agent represents, warrants and agrees that, unless it obtains the prior written consent of the Company, which consent shall not be unreasonably withheld, conditioned or delayed it has not made and will not make any offer relating to the Securities Placement Shares that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities the Agent or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F 22 hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company representsand the Operating Partnership represents and warrants that it has not made, warrants and each of the Company and the Operating Partnership agrees that, that unless it obtains the prior consent of Xxxxx Fargo Securities, and Xxxxx Wxxxx Fargo Securities represents, warrants and Wxxxx Fargo Securities agrees that, that unless it obtains the prior consent written of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto and free writing prospectus prospectuses, if any, consented to by Xxxxx the Company and Wxxxx Fargo Securities or by the Company, as the case may be, is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior consent of Xxxxx Fargo Securitiesthe Distribution Agent, which consent shall not be unreasonably withheld, conditioned or delayed, and Xxxxx Fargo Securities each Distribution Agent represents, warrants and agrees that, unless it obtains the prior consent of the Company, which consent shall not be unreasonably withheld, conditioned or delayed, it has not made and will not make any offer relating to the Securities Placement Shares that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities the Distribution Agent or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F 23 hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees thatthat it has not made and, unless it obtains the prior consent of Xxxxx Fargo Securities, and Xxxxx Fargo Securities represents, warrants and agrees that, unless it obtains the prior written consent of the CompanyAgents, it has not made and will not make make, any offer relating to the Placement Securities that constitutes or would constitute an Issuer Free Writing Prospectus, “issuer free writing prospectus” (as defined in Rule 433) or that otherwise constitutes or would otherwise constitute a “free writing prospectus,” (as defined in Rule 405, ) or portion thereof required to be filed with the CommissionCommission or required to be retained by the Company pursuant to Rule 433; provided that the prior written consent of the Agents shall be deemed to have been given in respect of the Issuer General Use Free Writing Prospectuses, if any, listed on Exhibit H hereto. Any such free writing prospectus consented to by Xxxxx Fargo Securities or by the Company, deemed to have been consented to as the case may be, aforesaid is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents represents, warrants and warrants agrees that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F H hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior consent of Xxxxx Fargo Securitieseach of the Distribution Agents, which shall not be unreasonably withheld, conditioned or delayed, and Xxxxx Fargo Securities each of the Distribution Agents represents, warrants and agrees that, unless it obtains the prior consent of the Company, which shall not be unreasonably withheld, conditioned or delayed, it has not made and will not make any offer relating to the Securities Placement Shares that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities the Distribution Agents or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F 23 hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company represents, and the Operating Partnership represents and warrants and agrees that, unless that it obtains the prior consent of Xxxxx Fargo Securitieshas not made, and Xxxxx Fargo Securities represents, warrants each of the Company and the Operating Partnership agrees that, that unless it obtains the prior consent of the Sales Agent, and the Sales Agent agrees that unless it obtains the prior written of the Company, it has not made and will not make any offer relating to the Securities Shares that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F attached hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F attached hereto and each of the free writing prospectus prospectuses, if any, consented to by Xxxxx Fargo Securities or by the Company, as Company and the case may be, Sales Agent is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F attached hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior consent of Xxxxx Fargo SecuritiesX. Xxxxx, which consent shall not be unreasonably withheld, conditioned or delayed, and X. Xxxxx Fargo Securities represents, warrants and agrees that, unless it obtains the prior consent of the Company, which consent shall not be unreasonably withheld, conditioned or delayed, it has not made and will not make any offer relating to the Securities Placement Shares that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405405 under the Securities Act, required to be filed with the Commission. Any such free writing prospectus consented to by X. Xxxxx Fargo Securities or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433433 under the Securities Act, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F 23 hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company representsand the Operating Partnership represents and warrants that it has not made, warrants and each of the Company and the Operating Partnership agrees that, that unless it obtains the prior consent of Xxxxx Fargo Securities, Janney and Xxxxx Fargo Securities represents, warrants and Janney agrees that, that unless it obtains the prior consent written of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto and free writing prospectus prospectuses, if any, consented to by Xxxxx Fargo Securities or by the Company, as the case may be, Company and Janney is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior written consent of Xxxxx Fargo Securitieseach of the Agents, which consent shall not be unreasonably withheld, conditioned or delayed, and Xxxxx Fargo Securities each of the Agents represents, warrants and agrees that, unless it obtains the prior written consent of the CompanyCompany and the other Agent, which consent shall not be unreasonably withheld, conditioned or delayed, it has not made and will not make any offer relating to the Securities Placement Shares that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities the Agents or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F 21 hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company representsEach of the Transaction Entities represents and warrants that it has not made, warrants and each of the Transaction Entities agrees that, that unless it obtains the prior consent of Xxxxx Fargo Securities, RBC Capital Markets and Xxxxx Fargo Securities represents, warrants and RBC Capital Markets agrees that, that unless it obtains the prior consent written of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto and free writing prospectus prospectuses, if any, consented to by Xxxxx Fargo Securities or by the Company, as the case may be, Company and RBC Capital Markets is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior consent of X. Xxxxx Fargo Securities(such consent not to be unreasonably withheld, conditioned or delayed), and X. Xxxxx Fargo Securities represents, warrants and agrees that, unless it obtains the prior consent of the CompanyCompany (such consent not to be unreasonably withheld, conditioned or delayed), it has not made and will not make any offer relating to the Securities Placement Shares that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the Commission. Any such free writing prospectus consented to by X. Xxxxx Fargo Securities or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F 23 hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior written consent of Xxxxx Fargo Securitiesthe Agent, which consent shall not be unreasonably withheld, conditioned or delayed, and Xxxxx Fargo Securities the Agent represents, warrants and agrees that, unless it obtains the prior written consent of the Company, it has not made and will not make any offer relating to the Securities Placement ADSs that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities the Agent or by the Company, which consent shall not be unreasonably withheld, conditioned or delayed, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F 21 hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior consent of X. Xxxxx Fargo SecuritiesFBR (such consent not to be unreasonably withheld, conditioned or delayed), and X. Xxxxx Fargo Securities FBR represents, warrants and agrees that, unless it obtains the prior consent of the CompanyCompany (such consent not to be unreasonably withheld, conditioned or delayed), it has not made and will not make any offer relating to the Securities Placement Shares that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the Commission. Any such free writing prospectus consented to by X. Xxxxx Fargo Securities FBR or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F 23 hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior consent of Xxxxx Fargo SecuritiesXxxxxxx Xxxxx, and Xxxxxxx Xxxxx Fargo Securities represents, warrants and agrees that, unless it obtains the prior consent of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405405 under the Securities Act, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxxxx Xxxxx Fargo Securities or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433433 under the Securities Act, and has complied and will comply with the requirements of Rule 433 under the Securities Act applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior consent of Xxxxx Fargo Securitiesthe Agent, which consent shall not be unreasonably withheld, conditioned or delayed, and Xxxxx Fargo Securities the Agent represents, warrants and agrees that, unless it obtains the prior consent of the Company, which consent shall not be unreasonably withheld, conditioned or delayed, it has not made and will not make any offer relating to the Securities Placement Shares that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405405 of the Securities Act, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities the Agent or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F 23 hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior consent of Xxxxx Fargo Securities, and Xxxxx Fargo Securities represents, warrants and agrees that, unless it obtains the prior consent of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 the Securities Act applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F G hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company represents, and the Operating Partnership represents and warrants and agrees that, unless that it obtains the prior consent of Xxxxx Fargo Securitieshas not made, and Xxxxx Fargo Securities represents, warrants each of the Company and the Operating Partnership agrees that, that unless it obtains the prior consent of the Sales Agent, the Forward Seller and the Forward Purchaser, and each of the Sales Agent, the Forward Seller and the Forward Purchaser agrees that unless it obtains the prior written of the Company, it has not made and will not make any offer relating to the Securities Shares that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F attached hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F attached hereto and each of the free writing prospectus prospectuses, if any, consented to by Xxxxx Fargo Securities or by the CompanyCompany and the Sales Agent, as the case may be, Forward Seller and the Forward Purchaser is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and 49 or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F attached hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees thatthat it has not made and, unless it obtains the prior written consent of Xxxxx Fargo Securitiesthe Underwriters, it will not make, and Xxxxx Fargo Securities each Underwriter, severally and not jointly, represents, warrants and agrees thatthat it has not made and, unless it obtains the prior written consent of the Company, it has not made and will not make make, any offer relating to the Securities that constitutes or would constitute an Issuer Free Writing Prospectus, “issuer free writing prospectus” (as defined in Rule 433) or that otherwise constitutes or would otherwise constitute a “free writing prospectus,” (as defined in Rule 405) or portion thereof required to be filed with the Commission or, in the case of the Company, whether or not required to be filed with the Commission; provided that the prior written consent of the Company and the Underwriters shall be deemed to have been given in respect of the Issuer General Use Free Writing Prospectuses, if any, listed on Exhibit H hereto and to any electronic roadshow in the form previously provided by the Company to and approved by the Underwriters. Any such free writing prospectus consented to by Xxxxx Fargo Securities or by the Company, deemed to have been consented to as the case may be, aforesaid is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents represents, warrants and warrants agrees that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule Rules 164 and 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company representsand the Operating Partnership represents and warrants that it has not made, warrants and each of the Company and the Operating Partnership agrees that, that unless it obtains the prior consent of Xxxxx Fargo Securities, Cantor and Xxxxx Fargo Securities represents, warrants and Cantor agrees that, that unless it obtains the prior consent written of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto and free writing prospectus prospectuses, if any, consented to by Xxxxx Fargo Securities or by the Company, as the case may be, Company and Cantor is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company and each Selling Stockholder, severally and not jointly, represents, warrants and agrees that, unless it obtains the prior consent of Xxxxx Fargo Securitiesthe Representatives; each Selling Stockholder represents, warrants and Xxxxx Fargo Securities agrees that, unless it obtains the prior consent of the Company and the Representatives; and each Underwriter, severally and not jointly, represents, warrants and agrees that, unless it obtains the prior consent of the Company, he, she or it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities the Representatives or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F G or Exhibit H hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior consent of Xxxxx Fargo Securitiesthe Agents, the Forward Sellers and the Forward Purchasers, and Xxxxx Fargo Securities each of the Agents, the Forward Sellers and the Forward Purchasers represents, warrants and agrees that, unless it obtains the prior consent of the Company, it has not made and will shall not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities any Agent or Forward Seller or by the Company, as the case may be, is hereinafter herein referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will shall treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will shall comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F G hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company represents, warrants and agrees that, unless it obtains the prior consent of Xxxxx Fargo SecuritiesFBR, which consent shall not be unreasonably withheld, conditioned or delayed, and Xxxxx Fargo Securities FBR represents, warrants and agrees that, unless it obtains the prior consent of the Company, which consent shall not be unreasonably withheld, conditioned or delayed, it has not made and will not make any offer relating to the Securities Placement Shares that would constitute an Issuer Free Writing Prospectus, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the Commission. Any such free writing prospectus consented to by Xxxxx Fargo Securities FBR or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F 23 hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company representsand the Operating Partnership represents and warrants that it has not made, warrants and each of the Company and the Operating Partnership agrees that, that unless it obtains the prior consent of Xxxxx Fargo Securities, each Sales Agent and Xxxxx Fargo Securities represents, warrants and each Sales Agent agrees that, that unless it obtains the prior consent written of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto and each of the free writing prospectus prospectuses, if any, consented to by Xxxxx Fargo Securities or by the Company, as Company and the case may be, Sales Agents is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company representsand the Operating Partnership represents and warrants that it has not made, warrants and each of the Company and the Operating Partnership agrees that, that unless it obtains the prior consent of Xxxxx Fargo Securities, RBS and Xxxxx Fargo Securities represents, warrants and RBS agrees that, that unless it obtains the prior consent written of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto and free writing prospectus prospectuses, if any, consented to by Xxxxx Fargo Securities or by the Company, as the case may be, Company and RBS is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company represents, and the Operating Partnership represents and warrants and agrees that, unless that it obtains the prior consent of Xxxxx Fargo Securitieshas not made, and Xxxxx Fargo Securities represents, warrants each of the Company and the Operating Partnership agrees that, that unless it obtains the prior consent of the Sales Agent, the Forward Seller and the Forward Purchaser, and each of the Sales Agent, the Forward Seller and the Forward Purchaser agrees that unless it obtains the prior written of the Company, it has not made and will not make any offer relating to the Securities Shares that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F attached hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F attached hereto and each of the free writing prospectus prospectuses, if any, consented to by Xxxxx Fargo Securities or by the Company50 Company and the Sales Agent, as the case may be, Forward Seller and the Forward Purchaser is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F attached hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Company representsEach of the Transaction Entities represents and warrants that it has not made, warrants and each of the Transaction Entities agrees that, that unless it obtains the prior consent of BofA Xxxxxxx Xxxxx Fargo Securities, and BofA Xxxxxxx Xxxxx Fargo Securities represents, warrants and agrees that, that unless it obtains the prior consent written of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto and free writing prospectus prospectuses, if any, consented to by the Company and BofA Xxxxxxx Xxxxx Fargo Securities or by the Company, as the case may be, is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company represents, and the Operating Partnership represents and warrants and agrees that, unless that it obtains the prior consent of Xxxxx Fargo Securitieshas not made, and Xxxxx Fargo Securities represents, warrants each of the Company and the Operating Partnership agrees that, that unless it obtains the prior consent of the Sales Agent, the Forward Seller and the Forward Purchaser, and each of the Sales Agent, the Forward Seller and the Forward Purchaser agrees that unless it obtains the prior written of the Company, it has not made and will not make any offer relating to the Securities Shares that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 49 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F attached hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F attached hereto and each of the free writing prospectus prospectuses, if any, consented to by Xxxxx Fargo Securities or by the CompanyCompany and the Sales Agent, as the case may be, Forward Seller and the Forward Purchaser is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F attached hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company representsand the Operating Partnership represents and warrants that it has not made, warrants and each of the Company and the Operating Partnership agrees that, that unless it obtains the prior consent of Xxxxx Fargo Securities, and Xxxxx Fargo Securities represents, warrants and agrees that, that unless it obtains the prior consent written of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto and free writing prospectus prospectuses, if any, consented to by Xxxxx Fargo Securities or by the Company, as the case may be, Company and Baird is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company representsand the Operating Partnership represents and warrants that it has not made, warrants and each of the Company and the Operating Partnership agrees that, that unless it obtains the prior consent of Xxxxx Fargo Securities, RBC Capital Markets and Xxxxx Fargo Securities represents, warrants and RBC Capital Markets agrees that, that unless it obtains the prior consent written of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto and free writing prospectus prospectuses, if any, consented to by Xxxxx Fargo Securities or by the Company, as the case may be, Company and RBC Capital Markets is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.

Permitted Free Writing Prospectuses. The Each of the Company representsand the Operating Partnership represents and warrants that it has not made, warrants and each of the Company and the Operating Partnership agrees that, that unless it obtains the prior consent of Xxxxx Fargo Securities, Jxxxxx and Xxxxx Fargo Securities represents, warrants and Jxxxxx agrees that, that unless it obtains the prior consent written of the Company, it has not made and will not make any offer relating to the Securities that would constitute an Issuer Free Writing Prospectus“issuer free writing prospectus,” as defined in Rule 433, or that would otherwise constitute a “free writing prospectus,” as defined in Rule 405, required to be filed with the CommissionCommission other than the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto. Any such Each of the Issuer Free Writing Prospectuses, if any, identified on Exhibit F hereto and free writing prospectus prospectuses, if any, consented to by Xxxxx Fargo Securities or by the Company, as the case may be, Company and Janney is hereinafter referred to herein as a “Permitted Free Writing Prospectus.” The Company represents and warrants that it has treated and or agrees that it will treat each Permitted Free Writing Prospectus as an “issuer free writing prospectus,” as defined in Rule 433, and has complied and will comply with the requirements of Rule 433 applicable to any Permitted Free Writing Prospectus, including timely filing with the Commission where required, legending and record keeping. For the purposes of clarity, the parties hereto agree that all free writing prospectuses, if any, listed in Exhibit F hereto are Permitted Free Writing Prospectuses.