Common use of Dealer’s Undertaking to Not Facilitate a Secondary Market in the Shares Clause in Contracts

Dealer’s Undertaking to Not Facilitate a Secondary Market in the Shares. Dealer acknowledges that there is no public trading market for the Shares and that there are limits on the ownership, transferability and redemption of the Shares, which significantly limit the liquidity of an investment in the Shares. Dealer also acknowledges that the Company’s Share Repurchase Plan (the “Plan”) provides only a limited opportunity for investors to have their Shares purchased by the Company and that the Company’s board of directors may, in its sole discretion, amend, suspend, or terminate the Plan at any time in accordance with the terms of the Plan. Dealer hereby agrees that so long as the Company is offering Shares under a Registration Statement filed with the SEC and the Company has not listed the Shares on a national securities exchange, Dealer will not engage in any action or transaction that would facilitate or otherwise create the appearance of a secondary market in the Shares without the prior written approval of the Dealer Manager.

Appears in 6 contracts

Samples: Dealer Manager Agreement (Nuveen Global Cities REIT, Inc.), Dealer Manager Agreement (Nuveen Global Cities REIT, Inc.), Dealer Manager Agreement (Nuveen Global Cities REIT, Inc.)

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Dealer’s Undertaking to Not Facilitate a Secondary Market in the Shares. Dealer acknowledges that there is no public trading market for the Shares and that there are limits on the ownership, transferability and redemption of the Shares, which significantly limit the liquidity of an investment in the Shares. Dealer also acknowledges that the Company’s Share Repurchase Plan (the “Plan”) provides only a limited opportunity for investors to have their Shares purchased by the Company and that the Company’s board of directors may, in its sole discretion, amend, suspend, amend or terminate suspend the Plan at any time in accordance with the terms of the Plan. Dealer hereby agrees that so long as the Company is offering Shares under a Registration Statement filed with the SEC and the Company has not listed the Shares on a national securities exchange, Dealer will not engage in any action or transaction that would facilitate or otherwise create the appearance of a secondary market in the Shares without the prior written approval of the Dealer Manager.

Appears in 6 contracts

Samples: Dealer Manager Agreement (BGO Industrial Real Estate Income Trust, Inc.), Dealer Manager Agreement (BGO Industrial Real Estate Income Trust, Inc.), Dealer Manager Agreement (BGO Industrial Real Estate Income Trust, Inc.)

Dealer’s Undertaking to Not Facilitate a Secondary Market in the Shares. Dealer acknowledges that there is no public trading market for the Shares and that there are limits on the ownership, transferability and redemption repurchase of the Shares, which significantly limit the liquidity of an investment in the Shares. Dealer also acknowledges that the Company’s Share Repurchase Plan (the “Plan”) provides only a limited opportunity for investors to have their Shares purchased by the Company and that the Company’s board of directors trustees may, in its sole discretion, amend, suspend, or terminate the Plan at any time in accordance with the terms of the Plan. Dealer hereby agrees that so long as the Company is offering Shares under a Registration Statement filed with the SEC and the Company has not listed the Shares on a national securities exchange, Dealer will not engage in any action or transaction that would facilitate or otherwise create the appearance of a secondary market in the Shares without the prior written approval of the Dealer Intermediary Manager.

Appears in 2 contracts

Samples: Intermediary Manager Agreement (Nuveen Churchill Private Capital Income Fund), Intermediary Manager Agreement (Nuveen Churchill Private Capital Income Fund)

Dealer’s Undertaking to Not Facilitate a Secondary Market in the Shares. Dealer acknowledges that there is no public trading market for the Shares and that there are limits on the ownership, transferability and redemption of the Shares, which significantly limit the liquidity of an investment in the Shares. Dealer also acknowledges that the Company’s Share Repurchase Plan share repurchase plan (the “Plan”) provides only a limited opportunity for investors to have their Shares purchased by the Company and that the Company’s board of directors may, in its sole discretion, amend, suspend, or terminate the Plan at any time in accordance with the terms of the Plan. Dealer hereby agrees that so long as the Company is offering Shares under a Registration Statement filed with the SEC and the Company has not listed the Shares on a national securities exchange, Dealer will not engage in any action or transaction that would facilitate or otherwise create the appearance of a secondary market in the Shares without the prior written approval of the Dealer Manager.

Appears in 2 contracts

Samples: Selected Dealer Agreement (Starwood Real Estate Income Trust, Inc.), Selected Dealer Agreement (Starwood Real Estate Income Trust, Inc.)

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Dealer’s Undertaking to Not Facilitate a Secondary Market in the Shares. Dealer acknowledges that there is no public trading market for the Shares and that there are limits on the ownership, transferability and redemption repurchase of the Shares, which significantly limit the liquidity of an investment in the Shares. Dealer also acknowledges that the Company’s Share Repurchase Plan share repurchase plan (the “Plan”) provides only a limited opportunity for investors to have their Shares purchased by the Company and that the Company’s board of directors may, in its sole discretion, amend, suspend, or terminate the Plan at any time in accordance with the terms of the Plan. Dealer hereby agrees that so long as the Company is offering Shares under a Registration Statement filed with the SEC and the Company has not listed the Shares on a national securities exchange, Dealer will not engage in any action or transaction that would facilitate or otherwise create the appearance of a secondary market in the Shares without the prior written approval of the Dealer Manager.

Appears in 1 contract

Samples: Dealer Manager Agreement (Starwood Real Estate Income Trust, Inc.)

Dealer’s Undertaking to Not Facilitate a Secondary Market in the Shares. The Dealer acknowledges that there is no public trading market for the Shares and that there are limits on the ownership, transferability and redemption repurchase of the Shares, which significantly limit the liquidity of an investment in the Shares. The Dealer also acknowledges that the Company’s Share Repurchase Plan (the “Plan”) provides only a limited opportunity for investors to have their Shares purchased by the Company and that the Company’s board of directors may, in its sole discretion, amend, suspend, or terminate the Plan at any time in accordance with the terms of the Plan. The Dealer hereby agrees that so long as the Company is offering Shares under a Registration Statement filed with the SEC and the Company has not listed the Shares on a national securities exchange, the Dealer will not engage in any action or transaction that would facilitate or otherwise create the appearance of a secondary market in the Shares without the prior written approval of the Dealer Manager.

Appears in 1 contract

Samples: Dealer Manager Agreement (Cohen & Steers Income Opportunities REIT, Inc.)

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