Survival of Certain Representations and Obligations Clause Example with 4 Variations from Business Contracts

Survival of Certain Representations and Obligations. The respective indemnities, agreements, representations, warranties and other statements of the Company, the Operating Partnership, the Manager or their respective officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation, or statement as to the results thereof, made by or on behalf of any Underwriter, the Company, the Operating Partnership, the Manager or any of their respective representatives,... officers or directors or any controlling person, and will survive delivery of and payment for the Offered Securities. If the purchase of the Offered Securities by the Underwriters is not consummated for any reason other than solely because of the termination of this Agreement pursuant to Section 9 hereof, the Company will reimburse the Underwriters for all out-of-pocket expenses (including fees and reasonable disbursements of counsel) reasonably incurred by them in connection with the offering of the Offered Securities, and the respective obligations of the Company, the Operating Partnership and the Underwriters pursuant to Section 8 hereof shall remain in effect. In addition, if any Offered Securities have been purchased hereunder, the representations and warranties in Section 2 and all obligations under Section 5 shall also remain in effect. 33 12. Notices. All communications hereunder will be in writing and, if sent to the Underwriters, will be mailed, delivered or telegraphed faxed and confirmed to the Representatives, c/o Morgan Stanley & Co. LLC, 1585 Broadway, New York, New York 10036, Attention: Equity Syndicate Desk, with a copy to the Legal Department, Citigroup Global Markets Inc., 388 Greenwich Street, New York, New York 10013; Attention: General Counsel; facsimile number: (646) 291-1469; Credit Suisse Securities (USA) LLC, 11 Madison Avenue, 3rd Floor, New York, New York 10010; 10010, Attention: General Counsel – IBCM IB CM&A Legal, facsimile number: (212) 325-4296; Morgan Stanley & Co. LLC, 1585 Broadway, New York, New York 10036, Attention Equity Syndicate Desk, with a copy to the Legal Department; BofA Securities, Inc., One Bryant Park, New York, NY 10036, facsimile number: 646-855-3073, Attention: Syndicate Department, with a copy to facsimile number: 212-230-8730, Attention: ECM Legal; JMP Securities LLC, 600 Montgomery Street, Suite 1100, San Francisco, California 94111, Facsimile: (415) 835-8985, Attention: Equity Securities; and JonesTrading Institutional Services LLC, 900 Island Park Drive, Suite 200, Daniel Island, SC 29492, Attention: Burke Cook; or, if sent to the Company, the Operating Partnership or the Manager will be mailed, mailed or delivered or telegraphed and confirmed to it at 1555 Peachtree Street, NE, Atlanta, Georgia 30309, Attention: Robert H. Rigsby; Kevin Collins, with a copy to the Legal Department; provided, however, that any notice to an Underwriter pursuant to Section 8 will be mailed, delivered or telegraphed faxed and confirmed to such Underwriter. View More

Survival of Certain Representations and Obligations. The respective indemnities, agreements, representations, warranties and other statements of the Company, the Operating Partnership, the Manager or their respective officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation, or statement as to the results thereof, made by or on behalf of any Underwriter, the Company, the Operating Partnership, the Manager or any of their respective representatives,... officers or directors or any controlling person, and will survive delivery of and payment for the Offered Securities. If the purchase of the Offered Securities by the Underwriters is not consummated for any reason other than solely because of the termination of this Agreement pursuant to Section 9 10 hereof, the Company will reimburse the Underwriters for all out-of-pocket expenses (including fees and reasonable disbursements of counsel) reasonably incurred by them in connection with the offering of the Offered Securities, and the respective obligations of the Company, the Operating Partnership and the Underwriters pursuant to Section 8 9 hereof shall remain in effect. In addition, if any Offered Securities have been purchased hereunder, the representations and warranties in Section Sections 2 and 3 and all obligations under Section 5 6 shall also remain in effect. 33 12. 25 13. Notices. All communications hereunder will be in writing and, if sent to the Underwriters, will be mailed, delivered or telegraphed and confirmed to the Representatives, c/o Morgan Stanley & Co. LLC, 1585 Broadway, New York, New York 10036, Attention: Equity Syndicate Desk, with a copy to the Legal Department, Citigroup Global Markets Inc., 388 Greenwich Street, Department; UBS Securities LLC, 1285 Avenue of the Americas, New York, New York 10013; 10019; Wells Fargo Securities, LLC, 375 Park Avenue, New York, New York 10152, Attention: General Counsel; facsimile number: (646) 291-1469; Credit Suisse Securities (USA) LLC, 11 Madison Equity Syndicate Department, fax no: (212) 214-5918; Keefe, Bruyette & Woods, Inc., 787 Seventh Avenue, 3rd 4th Floor, New York, New York 10010; Attention: General Counsel – IBCM Legal, 10019 (Attn: Capital Markets) or by telephone at (800) 966-1559; or, if sent to the Company, the Operating Partnership or the Manager will be mailed, delivered or telegraphed and confirmed to it at 1555 Peachtree Street, NE, Atlanta, Georgia 30309, 1251 Avenue of the Americas, 50th Floor, New York, New York 10020, Attention: Robert H. Rigsby; General Counsel; provided, however, that any notice to an Underwriter pursuant to Section 8 9 will be mailed, delivered or telegraphed and confirmed to such Underwriter. View More

Survival of Certain Representations and Obligations. The respective indemnities, agreements, representations, warranties and other statements of the Company, the Operating Partnership, the Manager or their respective officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation, or statement as to the results thereof, made by or on behalf of any Underwriter, the Company, the Operating Partnership, the Manager or any of their respective representatives,... officers or directors or any controlling person, and will survive delivery of and payment for the Offered Securities. If the purchase of the Offered Securities by the Underwriters is not consummated for any reason other than solely because of the termination of this Agreement pursuant to Section 9 10 hereof, the Company will reimburse the Underwriters for all out-of-pocket expenses (including fees and reasonable disbursements of counsel) reasonably incurred by them in connection with the offering of the Offered Securities, and the respective obligations of the Company, the Operating Partnership and the Underwriters pursuant to Section 8 9 hereof shall remain in effect. In addition, if any Offered Securities have been purchased hereunder, the representations and warranties in Section Sections 2 and 3 and all obligations under Section 5 6 shall also remain in effect. 33 12. 30 13. Notices. All communications hereunder will be in writing and, if sent to the Underwriters, will be mailed, delivered or telegraphed and confirmed to the Representatives, c/o do Morgan Stanley & Co. LLC, 1585 Broadway, New York, New York 10036, Attention: Equity Syndicate Desk, with a copy to the Legal Department, Citigroup Global Markets Inc., 388 Greenwich Street, Department; UBS Securities LLC, 1285 Avenue of the Americas, New York, New York 10013; 10019; Wells Fargo Securities, LLC, Attention: General Counsel; facsimile number: (646) 291-1469; Credit Suisse Securities (USA) LLC, 11 Madison Avenue, 3rd Equity Syndicate Department, 30 Hudson Yards, 500 West 33rd Street - 14th Floor, New York, New York 10010; Attention: General Counsel – IBCM Legal, NY 10001 or by telephone at 1-800-326-5897 or by email at cmclientsupport@wellsfargo.com; or, if sent to the Company, the Operating Partnership or the Manager will be mailed, delivered or telegraphed and confirmed to it at 1555 Peachtree Street, NE, Atlanta, Georgia 30309, 1251 Avenue of the Americas, 50th Floor, New York, New York 10020, Attention: Robert H. Rigsby; General Counsel; provided, however, that any notice to an Underwriter pursuant to Section 8 9 will be mailed, delivered or telegraphed and confirmed to such Underwriter. View More

Survival of Certain Representations and Obligations. The respective indemnities, agreements, representations, warranties and other statements of the Company, the Operating Partnership, the Manager or their respective officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation, or statement as to the results thereof, made by or on behalf of any Underwriter, the Company, the Operating Partnership, the Manager or any of their respective representatives,... officers or directors or any controlling person, and will survive delivery of and payment for the Offered Securities. If the purchase of the Offered Securities by the Underwriters is not consummated for any reason other than solely because of the termination of this Agreement pursuant to Section 9 hereof, the Company will reimburse the Underwriters for all out-of-pocket expenses (including fees and reasonable disbursements of counsel) reasonably incurred by them in connection with the offering of the Offered Securities, and the respective obligations of the Company, the Operating Partnership and the Underwriters pursuant to Section 8 hereof shall remain in effect. In addition, if any Offered Securities have been purchased hereunder, the representations and warranties in Section 2 and all obligations under Section 5 shall also remain in effect. 33 12. Notices. All communications hereunder will be in writing and, if sent to the Underwriters, will be mailed, delivered or telegraphed and confirmed to the Representatives, c/o Morgan Stanley & Co. LLC, 1585 Broadway, BofA Securities, Inc., One Bryant Park, New York, New York NY 10036, facsimile number: 646-855-3073, Attention: Equity Syndicate Desk, Department, with a copy to the Legal Department, Citigroup Global Markets Inc., 388 Greenwich Street, New York, New York 10013; Attention: General Counsel; facsimile number: (646) 291-1469; Credit Suisse 212-230-8730, Attention: ECM Legal; and JMP Securities (USA) LLC, 11 Madison Avenue, 3rd Floor, New York, New York 10010; 600 Montgomery Street, Suite 1100, San Francisco, California 94111, Facsimile: (415) 835-8985, Attention: General Counsel – IBCM Legal, Equity Securities; or, if sent to the Company, the Operating Partnership or the Manager will be mailed, delivered or telegraphed and confirmed to it at 1555 Peachtree Street, NE, Atlanta, Georgia 30309, Attention: Robert H. Rigsby; provided, however, that any notice to an Underwriter pursuant to Section 8 will be mailed, delivered or telegraphed and confirmed to such Underwriter. View More