By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Managing Director [Underwriter Signature Page to Underwriting Agreement] 17 EXHIBIT A Principal Underwriter Amount of the Notes X.X. Xxxxxx Securities LLC $ 112,000,000.00 Xxxxxx Xxxxxxx & Co. LLC 101,500,000.00 HSBC Securities (USA) Inc.
Underwriters’ Maximum Number means, for any Piggyback Registration, Demand Registration or other registration which is an underwritten registration, that number of securities to which such registration should, in the opinion of the managing underwriters of such registration in the light of marketing factors, be limited.
Underwriter Group shall have the meaning set forth in Section 9.2(b) hereof.
Underwritten Shelf Takedown shall have the meaning given in subsection 2.3.3.
Underwritten Net Cash Flow means, as of any date of determination, the excess of: (i) for the twelve (12) month period ending on such date, the sum of (A) the lesser of (1) GPR multiplied by 94.0%, and (2) Actual Rent Collections, and (B) Other Receipts; over (ii) for the twelve (12) month period ending on such date, the sum of (A) Operating Expenses, adjusted to reflect exclusion of amounts representing non-recurring expenses, (B) Underwritten Capital Expenditures and (C)
Required Registration Amount means either the Initial Required Registration Amount or the Additional Required Registration Amount, as applicable.
Underwriter means a securities dealer who purchases any Registrable Securities as principal in an Underwritten Offering and not as part of such dealer’s market-making activities.
Underwritten Shelf Take-Down has the meaning set forth in Section 2.4(b).
Marketed Underwritten Shelf Take-Down has the meaning set forth in Section 2.02(e).
Company Underwriter has the meaning set forth in Section 4(a).
Shelf Takedown means an Underwritten Shelf Takedown or any proposed transfer or sale using a Registration Statement, including a Piggyback Registration.
Underwritten Takedown has the meaning set forth in Section 2(d)(ii).
Qualifying Holder shall have the meaning ascribed thereto in Section 12 hereof.
IPO Underwriter means each Person named as an underwriter in Schedule I to the Underwriting Agreement who purchases Common Units pursuant thereto.
Investor Registrable Securities means (i) any Common Equity held (directly or indirectly) by an Investor or any of its Affiliates, and (ii) any equity securities of the Company or any Subsidiary issued or issuable with respect to the securities referred to in clause (i) above by way of dividend, distribution, split or combination of securities, or any recapitalization, merger, consolidation or other reorganization.
Principal Transfer Amount For any Distribution Date and any Undercollateralized Group, the excess, if any, of the aggregate Class Principal Balance of the Class A Certificates related to such Undercollateralized Group over the aggregate Stated Principal Balance of the Mortgage Loans in such Group.
Underwritten Shelf Take-Down Notice has the meaning set forth in Section 2.02(e).
Selling Holders means, with respect to a specified registration pursuant to this Agreement, Holders whose Registrable Securities are included in such registration.
Initiating Holder has the meaning set forth in Section 2.01(a).
Key Holder Registrable Securities means (i) the shares of Common Stock held by the Key Holders, and (ii) any Common Stock issued as (or issuable upon the conversion or exercise of any warrant, right, or other security that is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of such shares.
Underwriters means the underwriters named in Schedule A to the Underwriting Agreement.
Offered Amount has the meaning set forth in Section 2.05(a)(v)(D)(1).
Initiating Holders means, collectively, Holders who properly initiate a registration request under this Agreement.
Underwriters’ Representative means the managing underwriter, or, in the case of a co-managed underwriting, the managing underwriter designated as the Underwriters' Representative by the co-managers.
Piggy-Back Registration is defined in Section 2.2.1.
Initial Required Registration Amount means the sum of (i) the number of Common Shares issued and (ii) the maximum number of Warrant Shares issued and issuable pursuant to the Warrants, each as of the Trading Day immediately preceding the applicable date of determination, without regard to any limitations on the exercise of the Warrants.