Common use of Conditions of Dealer-Manager’s Duties Clause in Contracts

Conditions of Dealer-Manager’s Duties. The Dealer-Manager's obligations provided herein, including the duty to pay compensation as set forth in Section 2 hereof, shall be subject to the accuracy, as of the date hereof and at the applicable closing date (as if made at the applicable closing date) of your representations and warranties made herein, and to the performance by you of your obligations hereunder, and to the additional condition that the Dealer-Manager shall have received, at or prior to the applicable closing date, the following documents: (a) a fully executed Subscription Agreement for each prospective purchaser; (b) certification to the Dealer-Manager that you are registered as required by Section 1(d) and that such registrations were, during the term of the offering and through the applicable closing date, in full force and effect; and (c) a certificate from you, dated at the applicable closing date, to the effect that your representations and warranties made herein are true and correct as if made at the applicable closing date and that you have fulfilled all your obligations hereunder.