Common use of Sale of Placement Shares Clause in Contracts

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-Xxxxxx, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Shares up to the amount specified in, and otherwise in accordance with, the terms of such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon the Placement Agent’s acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-Xxxxxxthe Placement Agent, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Shares up to the amount specified in, and otherwise in accordance with, with the terms of of, such Placement Notice. The Company Each of the Company, the Investment Adviser and the Administrator acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx the Placement Agent will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx the Placement Agent will incur no liability or obligation to the Company Company, the Investment Adviser, the Administrator or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx the Placement Agent to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares as required under this Agreement Section 7 and (iii) Xxxxx-Xxxxxx the Placement Agent shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx and the CompanyPlacement Agent in the Placement Notice.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon Ascendiant’s acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxAscendiant, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations and the rules of the Exchange to sell such Placement Shares up to the amount specified inspecified, and otherwise in accordance with, with the terms of such Placement Notice. The Company acknowledges and agrees that that: (i) there can be no assurance that Xxxxx-Xxxxxx Ascendiant will be successful in selling Placement Shares, ; (ii) Xxxxx-Xxxxxx Ascendiant will incur no liability or obligation to the Company or any other person or entity Person (as defined herein) if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx Ascendiant to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares as required under this Agreement Agreement; and (iii) Xxxxx-Xxxxxx shall Ascendiant will be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx Ascendiant and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon FBR’s acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxFBR, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations and the rules of the Exchange to sell such Placement Shares up to the amount specified in, and otherwise in accordance with, with the terms of of, such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx FBR will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx FBR will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx FBR to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law state and federal laws, rules and regulations and the rules of the Exchange to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx FBR shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx FBR and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon the Designated Agent’s acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-Xxxxxxthe Designated Agent, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Shares up to the amount specified inin such Placement Notice, and otherwise in accordance with, with the terms of such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx the Designated Agent will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx the Designated Agent will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx the Designated Agent to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx the Designated Agent shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx the Designated Agent and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon the Designated Distribution Agent’s acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-Xxxxxxthe Designated Distribution Agent, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Shares up to the amount specified in, and otherwise in accordance with, with the terms of of, such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx the Designated Distribution Agent will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx the Designated Distribution Agent will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx the Designated Distribution Agent to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares as required under this Agreement Agreement, and (iii) Xxxxx-Xxxxxx the Designated Distribution Agent shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx the Designated Distribution Agent and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon B. Xxxxx FBR’s acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxB. Xxxxx FBR, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations and the rules of the NYSE to sell such Placement Shares up to the amount specified in, and otherwise in accordance with, with the terms of of, such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx B. Xxxxx FBR will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx B. Xxxxx FBR will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx B. Xxxxx FBR to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law state and federal laws, rules and regulations and the rules of the NYSE to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx B. Xxxxx FBR shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx B. Xxxxx FBR and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon B. Xxxxx Securities’ acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxB. Xxxxx Securities, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations and the rules of the NYSE to sell such Placement Shares up to the amount specified in, and otherwise in accordance with, with the terms of of, such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx B. Xxxxx Securities will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx B. Xxxxx Securities will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx B. Xxxxx Securities to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law state and federal laws, rules and regulations and the rules of the NYSE to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx B. Xxxxx Securities shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx B. Xxxxx Securities and the Company.

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

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon Xxxxxxxxxx’x acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxXxxxxxxxxx, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares up to the amount specified inin the Placement Notice, and otherwise in accordance with, with the terms of such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx Xxxxxxxxxx will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx Xxxxxxxxxx will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx Xxxxxxxxxx to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx Xxxxxxxxxx shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx Xxxxxxxxxx and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon HCW’s acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxHCW, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations and the rules of the Exchange to sell such Placement Shares up to the amount specified in, and otherwise in accordance with, with the terms of of, such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx HCW will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx HCW will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx HCW to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law state and federal laws, rules and regulations and the rules of the Exchange to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx HCW shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx HCW and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon Aegis’s acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxAegis, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations and the rules of the Exchange to sell such Placement Shares up to the amount specified inspecified, and otherwise in accordance with, with the terms of such Placement Notice. The Company acknowledges and agrees that that: (i) there can be no assurance that Xxxxx-Xxxxxx Aegis will be successful in selling Placement Shares, ; (ii) Xxxxx-Xxxxxx Aegis will incur no liability or obligation to the Company or any other person or entity Person (as defined herein) if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx Aegis to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares as required under this Agreement Agreement; and (iii) Xxxxx-Xxxxxx shall Aegis will be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx Aegis and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx FBR declines to accept the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxFBR, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations and the rules of the Exchange to sell such Placement Shares up to the amount specified in, and otherwise in accordance with, with the terms of of, such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx FBR will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx FBR will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx FBR to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law state and federal laws, rules and regulations and the rules of the Exchange to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx FBR shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx FBR and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon Ladenburg Thalmann’s acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, suspended or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxLadenburg Txxxxxxx, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Shares up to the amount specified inspecified, and otherwise in accordance with, with the terms of such Placement Notice. The Each of the Company and the Operating Partnership acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx Ladenburg Txxxxxxx will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx Ladenburg Txxxxxxx will not incur no any liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx Ladenburg Txxxxxxx to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx Ladenburg Txxxxxxx shall not be under no any obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed to by Xxxxx-Xxxxxx and Ladenburg Txxxxxxx in a Placement Notice (as amended by the Companycorresponding Acceptance, if applicable).

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon the Lead Agent's acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-Xxxxxxthe Lead Agent, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices practices, applicable law and regulations and the rules of the Exchanges to sell such Placement Shares up to the amount specified inspecified, and otherwise in accordance with, with the terms of such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx the Lead Agent will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx the Agents will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx the Lead Agent to use its commercially reasonable efforts consistent with its normal trading and sales practices and practices, applicable law and regulations and the rules of the Exchanges to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx the Lead Agent shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx the Lead Agent and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon BRFBR’s acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxBRFBR, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares up to the amount specified inspecified, and otherwise in accordance with, with the terms of such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx BRFBR will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx BRFBR will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx BRFBR to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx BRFBR shall be under no obligation to sell the Placement Shares on an agency basis only and shall not purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon the Designated Agent’s acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-Xxxxxxthe Designated Agent, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares up to the amount specified inspecified, and otherwise in accordance with, with the terms of such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx the Designated Agent will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx the Designated Agent will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx the Designated Agent to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law state and federal laws, rules and regulations and the rules of the Exchange to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx the Designated Agent shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx the Designated Agent and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon X. Xxxxx Securities’ acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxX. Xxxxx Securities, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations and the rules of the NYSE to sell such Placement Shares up to the amount specified in, and otherwise in accordance with, with the terms of of, such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx X. Xxxxx Securities will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx X. Xxxxx Securities will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx X. Xxxxx Securities to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law state and federal laws, rules and regulations and the rules of the NYSE to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx X. Xxxxx Securities shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx X. Xxxxx Securities and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon the Lead Agent’s acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-Xxxxxxthe Lead Agent, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices practices, applicable law and regulations and the rules of the Exchanges to sell such Placement Shares up to the amount specified inspecified, and otherwise in accordance with, with the terms of such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx the Lead Agent will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx the Agents will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx the Lead Agent to use its commercially reasonable efforts consistent with its normal trading and sales practices and practices, applicable law and regulations and the rules of the Exchanges to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx the Lead Agent shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx the Lead Agent and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon JMP Securities’s acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, suspended or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxJMP Securities, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Shares up to the amount specified inspecified, and otherwise in accordance with, with the terms of such Placement Notice. The Each of the Company and the Operating Partnership acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx JMP Securities will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx JMP Securities will not incur no any liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx JMP Securities to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx JMP Securities shall not be under no any obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed to by Xxxxx-Xxxxxx and JMP Securities in a Placement Notice (as amended by the Companycorresponding Acceptance, if applicable).

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon X. Xxxxx FBR’s acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxX. Xxxxx FBR, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations and the rules of the NYSE to sell such Placement Shares up to the amount specified in, and otherwise in accordance with, with the terms of of, such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx X. Xxxxx FBR will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx X. Xxxxx FBR will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx X. Xxxxx FBR to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law state and federal laws, rules and regulations and the rules of the NYSE to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx X. Xxxxx FBR shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx X. Xxxxx FBR and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless XxxxxCxxxx-Xxxxxx declines to accept the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, XxxxxCxxxx-Xxxxxx, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Shares up to the amount specified in, and otherwise in accordance with, the terms of such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that XxxxxCxxxx-Xxxxxx will be successful in selling Placement Shares, (ii) XxxxxCxxxx-Xxxxxx will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by XxxxxCxxxx-Xxxxxx to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares as required under this Agreement and (iii) XxxxxCxxxx-Xxxxxx shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by XxxxxCxxxx-Xxxxxx and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx B. Xxxxx declines to accept the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, B. Xxxxx-Xxxxxx, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Shares up to the amount specified in, and otherwise in accordance with, the terms of such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx B. Xxxxx will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx B. Xxxxx will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx B. Xxxxx to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx B. Xxxxx shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx B. Xxxxx and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx FBR declines to accept the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxFBR, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations and the rules of the Exchange to sell such Placement Shares up to the amount specified in, and otherwise in accordance with, with the terms of of, such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx FBR will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx FBR will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx FBR to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law state and federal laws, rules and regulations and the rules of the Exchange to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx FBR shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed in writing by Xxxxx-Xxxxxx FBR and the Company.

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

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon MLV’s acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxMLV, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations and the rules of the Exchange to sell such Placement Shares up to the amount specified inspecified, and otherwise in accordance with, with the terms of such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx MLV will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx MLV will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx MLV to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law state and federal laws, rules and regulations and the rules of the Exchange to sell such Placement Shares as required under this Agreement Agreement, and (iii) Xxxxx-Xxxxxx MLV shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx MLV and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon Leerink’s acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxLeerink, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law, rules and regulations to sell such Placement Shares up to the amount specified in, and otherwise in accordance with, with the terms of of, such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx Leerink will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx Leerink will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx Leerink to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law law, rules and regulations to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx Leerink shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx Leerink and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon WDCO’s acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxWDCO, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations and the rules of the Exchange to sell such Placement Shares up to the amount specified inspecified, and otherwise in accordance with, with the terms of such Placement Notice. The Company acknowledges and agrees that that: (i) there can be no assurance that Xxxxx-Xxxxxx WDCO will be successful in selling Placement Shares, ; (ii) Xxxxx-Xxxxxx WDCO will incur no liability or obligation to the Company or any other person or entity Person (as defined herein) if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx WDCO to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares as required under this Agreement Agreement; and (iii) Xxxxx-Xxxxxx shall WDCO will be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx WDCO and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon Xxxxxxx Xxxxx’x acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, suspended or otherwise terminated in accordance with the terms of this Agreement, Xxxxxxx Xxxxx-Xxxxxx, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Shares up to the amount specified inspecified, and otherwise in accordance with, with the terms of such Placement Notice. The Each of the Company and the Operating Partnership acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx Xxxxxxx Xxxxx will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx Xxxxxxx Xxxxx will not incur no any liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx Xxxxxxx Xxxxx to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx Xxxxxxx Xxxxx shall not be under no any obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed to by Xxxxx-Xxxxxx and Xxxxxxx Xxxxx in a Placement Notice (as amended by the Companycorresponding Acceptance, if applicable).

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept the terms upon delivery of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxAscendiant, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations and the rules of the Exchange to sell such Placement Shares up to the amount specified inspecified, and otherwise in accordance with, with the terms of such Placement Notice. The Company acknowledges and agrees that that: (i) there can be no assurance that Xxxxx-Xxxxxx Ascendiant will be successful in selling Placement Shares, ; (ii) Xxxxx-Xxxxxx Ascendiant will incur no liability or obligation to the Company or any other person or entity Person (as defined herein) if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx Ascendiant to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares as required under this Agreement Agreement; and (iii) Xxxxx-Xxxxxx shall Ascendiant will be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx Ascendiant and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx X. Xxxxx declines to accept the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, X. Xxxxx-Xxxxxx, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Shares up to the amount specified in, and otherwise in accordance with, the terms of such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx X. Xxxxx will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx X. Xxxxx will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx X. Xxxxx to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx X. Xxxxx shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx X. Xxxxx and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon RBS Securities’s acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, suspended or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxRBS Securities, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Shares up to the amount specified inspecified, and otherwise in accordance with, with the terms of such Placement Notice. The Each of the Company and the Operating Partnership acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx RBS Securities will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx RBS Securities will not incur no any liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx RBS Securities to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx RBS Securities shall not be under no any obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed to by Xxxxx-Xxxxxx and RBS Securities in a Placement Notice (as amended by the Companycorresponding Acceptance, if applicable).

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon Aegis's acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxAegis, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations and the rules of the Exchange to sell such Placement Shares up to the amount specified inspecified, and otherwise in accordance with, with the terms of such Placement Notice. The Company acknowledges and agrees that that: (i) there can be no assurance that Xxxxx-Xxxxxx Aegis will be successful in selling Placement Shares, ; (ii) Xxxxx-Xxxxxx Aegis will incur no liability or obligation to the Company or any other person or entity Person (as defined herein) if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx Aegis to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares as required under this Agreement Agreement; and (iii) Xxxxx-Xxxxxx shall Aegis will be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx Aegis and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon B. Xxxxx FBR’s acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxB. Xxxxx FBR, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Shares up to the amount specified in, and otherwise in accordance with, with the terms of of, such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx B. Xxxxx FBR will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx B. Xxxxx FBR will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx B. Xxxxx FBR to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx B. Xxxxx FBR shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx B. Xxxxx FBR and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx Xxxxxxx Xxxxxxx declines to accept the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxXxxxxxx Xxxxxxx, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Shares up to the amount specified in, and otherwise in accordance with, the terms of such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx Xxxxxxx Xxxxxxx will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx Xxxxxxx Xxxxxxx will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx Xxxxxxx Xxxxxxx to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx Xxxxxxx Xxxxxxx shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx Xxxxxxx Xxxxxxx and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon Xxxxxxxxxx’x acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxXxxxxxxxxx, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Shares up to the amount specified in, and otherwise in accordance with, with the terms of of, such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx Xxxxxxxxxx will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx Xxxxxxxxxx will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx Xxxxxxxxxx to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx Xxxxxxxxxx shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx Xxxxxxxxxx and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx declines to accept upon the Designated Agent’s acceptance of the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-Xxxxxxeach Designated Agent, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares up to the amount specified inspecified, and otherwise in accordance with, with the terms of such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx the Designated Agent will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx the Designated Agent will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx the Designated Agent to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx the Designated Agent shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx the Designated Agent and the Company.

Sale of Placement Shares. On the basis of the representations and warranties herein contained and subject to the terms and conditions herein set forth, unless Xxxxx-Xxxxxx X. Xxxxx FBR declines to accept the terms of a Placement Notice, and unless the sale of the Placement Shares described therein has been declined, suspended, or otherwise terminated in accordance with the terms of this Agreement, Xxxxx-XxxxxxX. Xxxxx FBR, for the period specified in the Placement Notice, will use its commercially reasonable efforts consistent with its normal trading and sales practices to sell such Placement Shares up to the amount specified in, and otherwise in accordance with, the terms of such Placement Notice. The Company acknowledges and agrees that (i) there can be no assurance that Xxxxx-Xxxxxx X. Xxxxx FBR will be successful in selling Placement Shares, (ii) Xxxxx-Xxxxxx X. Xxxxx FBR will incur no liability or obligation to the Company or any other person or entity if it does not sell Placement Shares for any reason other than a failure by Xxxxx-Xxxxxx X. Xxxxx FBR to use its commercially reasonable efforts consistent with its normal trading and sales practices and applicable law and regulations to sell such Placement Shares as required under this Agreement and (iii) Xxxxx-Xxxxxx X. Xxxxx FBR shall be under no obligation to purchase Placement Shares on a principal basis pursuant to this Agreement, except as otherwise agreed by Xxxxx-Xxxxxx X. Xxxxx FBR and the Company.