Common use of Investment Representations; Registration Clause in Contracts

Investment Representations; Registration. The Grantee hereby makes the covenants, representations and warranties set forth on Exhibit B attached hereto. All of such covenants, warranties and representations shall survive the execution and delivery of this Agreement by the Grantee. The Partnership will have no obligation to register under the Securities Act any 2016 OPP Units or any other securities issued pursuant to this Agreement or upon conversion or exchange of 2016 OPP Units. The Grantee agrees that any resale of the shares of Common Shares received upon the exchange of Units into which 2016 OPP Units may be converted shall not occur during the “blackout periods” forbidding sales of Company securities, as set forth in the then applicable Company employee manual or ixxxxxx xxxxxxx policy. In addition, any resale shall be made in compliance with the registration requirements of the Securities Act or an applicable exemption therefrom, including, without limitation, the exemption provided by Rule 144 promulgated thereunder (or any successor rule).

Appears in 1 contract

Samples: Vornado Realty Trust (Vornado Realty Lp)

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Investment Representations; Registration. The Grantee hereby makes the covenants, representations and warranties set forth on Exhibit B attached hereto. All of such covenants, warranties and representations shall survive the execution and delivery of this Agreement by the Grantee. The Partnership will have no obligation to register under the Securities Act any 2016 2020 OPP Units or any other securities issued pursuant to this Agreement or upon conversion or exchange of 2016 2020 OPP Units. The Grantee agrees that any resale of the shares of Common Shares received upon the exchange of Units into which 2016 2020 OPP Units may be converted shall not occur during the “blackout periods” forbidding sales of Company securities, as set forth in the then applicable Company employee manual or ixxxxxx xxxxxxx xxxxxxx policy. In addition, any resale shall be made in compliance with the registration requirements of the Securities Act or an applicable exemption therefrom, including, without limitation, the exemption provided by Rule 144 promulgated thereunder (or any successor rule).

Appears in 1 contract

Samples: Vornado Realty Trust 2020 Outperformance Plan Award Agreement (Vornado Realty Lp)

Investment Representations; Registration. The Grantee hereby makes the covenants, representations and warranties set forth on Exhibit B attached hereto. All of such covenants, warranties and representations shall survive the execution and delivery of this Agreement by the Grantee. The Partnership will have no obligation to register under the Securities Act any 2016 2018 OPP Units or any other securities issued pursuant to this Agreement or upon conversion or exchange of 2016 2018 OPP Units. The Grantee agrees that any resale of the shares of Common Shares received upon the exchange of Units into which 2016 2018 OPP Units may be converted shall not occur during the “blackout periods” forbidding sales of Company securities, as set forth in the then applicable Company employee manual or ixxxxxx xxxxxxx xxxxxxx policy. In addition, any resale shall be made in compliance with the registration requirements of the Securities Act or an applicable exemption therefrom, including, without limitation, the exemption provided by Rule 144 promulgated thereunder (or any successor rule).

Appears in 1 contract

Samples: Vornado Realty Trust 2018 Outperformance Plan Award Agreement (Vornado Realty Lp)

Investment Representations; Registration. The Grantee hereby makes the covenants, representations and warranties set forth on Exhibit B attached hereto. All of such covenants, warranties and representations shall survive the execution and delivery of this Agreement by the Grantee. The Partnership will have no obligation to register under the Securities Act any 2016 OPP [2016] LTIP Units (PB) or any other securities issued pursuant to this Agreement or upon conversion or exchange of 2016 OPP Units[2016] LTIP Units (PB). The Grantee agrees that any resale of the shares of Common Shares Stock received upon the exchange of Units into which 2016 OPP [2016] LTIP Units (PB) may be converted shall not occur during the “blackout periods” forbidding sales of Company securities, as set forth in the then applicable Company employee manual or ixxxxxx insider xxxxxxx policyxxxxxx. In addition, any resale shall be made in compliance with the registration requirements of the Securities Act or an applicable exemption therefrom, including, without limitation, the exemption provided by Rule 144 promulgated thereunder (or any successor rule).

Appears in 1 contract

Samples: Unit Award Agreement (Macerich Co)

Investment Representations; Registration. The Grantee hereby makes the covenants, representations and warranties and set forth on Exhibit B attached hereto. All of such covenants, warranties and representations shall survive the execution and delivery of this Agreement by the Grantee. The Partnership will have no obligation to register under the Securities Act any 2016 OPP 2010 LTIP Units or any other securities issued pursuant to this Agreement or upon conversion or exchange of 2016 OPP 2010 LTIP Units. The Grantee agrees that any resale of the shares of Common Shares Stock received upon the exchange of Units into which 2016 OPP 2010 LTIP Units may be converted shall not occur during the “blackout periods” forbidding sales of Company securities, as set forth in the then applicable Company employee manual or ixxxxxx xxxxxxx xxxxxxx policy. In addition, any resale shall be made in compliance with the registration requirements of the Securities Act or an applicable exemption therefrom, including, without limitation, the exemption provided by Rule 144 promulgated thereunder (or any successor rule).

Appears in 1 contract

Samples: 2010 Ltip Unit (Macerich Co)

Investment Representations; Registration. The Grantee hereby makes the covenants, representations and warranties set forth on Exhibit B attached hereto. All of such covenants, warranties and representations shall survive the execution and delivery of this Agreement by the Grantee. The Partnership will have no obligation to register under the Securities Act any 2016 2012 OPP Units or any other securities issued pursuant to this Agreement or upon conversion or exchange of 2016 2012 OPP Units. The Grantee agrees that any resale of the shares of Common Shares received upon the exchange of Units into which 2016 2012 OPP Units may be converted shall not occur during the “blackout periods” forbidding sales of Company securities, as set forth in the then applicable Company employee manual or ixxxxxx xxxxxxx policy. In addition, any resale shall be made in compliance with the registration requirements of the Securities Act or an applicable exemption therefrom, including, without limitation, the exemption provided by Rule 144 promulgated thereunder (or any successor rule).

Appears in 1 contract

Samples: Plan Award Agreement (Vornado Realty Trust)

Investment Representations; Registration. The Grantee hereby makes the covenants, representations and warranties set forth on Exhibit B attached hereto. All of such covenants, warranties and representations shall survive the execution and delivery of this Agreement by the Grantee. The Partnership will have no obligation to register under the Securities Act any 2016 2012 OPP Units or any other securities issued pursuant to this Agreement or upon conversion or exchange of 2016 2012 OPP Units. The Grantee agrees that any resale of the shares of Common Shares received upon the exchange of Units into which 2016 2012 OPP Units may be converted shall not occur during the “blackout periods” forbidding sales of Company securities, as set forth in the then applicable Company employee manual or ixxxxxx xxxxxxx xxxxxxx policy. In addition, any resale shall be made in compliance with the registration requirements of the Securities Act or an applicable exemption therefrom, including, without limitation, the exemption provided by Rule 144 promulgated thereunder (or any successor rule).

Appears in 1 contract

Samples: Form of Vornado Realty Trust 2012 Outperformance Plan Award Agreement (Vornado Realty Lp)

Investment Representations; Registration. The Grantee hereby makes the covenants, representations and warranties and set forth on Exhibit B attached hereto. All of such covenants, warranties and representations shall survive the execution and delivery of this Agreement by the Grantee. The Partnership will have no obligation to register under the Securities Act any 2016 OPP Units or any other securities issued pursuant to this Agreement or upon conversion or exchange of 2016 OPP Units. The Grantee agrees that any resale of the shares of Common Shares received upon the exchange of Units into which 2016 OPP Units may be converted shall not occur during the “blackout periods” forbidding sales of Company securities, as set forth in the then applicable Company employee manual or ixxxxxx xxxxxxx xxxxxxx policy. In addition, any resale shall be made in compliance with the registration requirements of the Securities Act or an applicable exemption therefrom, including, without limitation, the exemption provided by Rule 144 promulgated thereunder (or any successor rule).

Appears in 1 contract

Samples: Vornado Realty Trust 2006 Outperformance Plan (Vornado Realty Lp)

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Investment Representations; Registration. The Grantee hereby makes the covenants, representations and warranties set forth on Exhibit B attached hereto. All of such covenants, warranties and representations shall survive the execution and delivery of this Agreement by the Grantee. The Partnership will have no obligation to register under the Securities Act any 2016 2013 OPP Units or any other securities issued pursuant to this Agreement or upon conversion or exchange of 2016 2013 OPP Units. The Grantee agrees that any resale of the shares of Common Shares received upon the exchange of Units into which 2016 2013 OPP Units may be converted shall not occur during the “blackout periods” forbidding sales of Company securities, as set forth in the then applicable Company employee manual or ixxxxxx xxxxxxx xxxxxxx policy. In addition, any resale shall be made in compliance with the registration requirements of the Securities Act or an applicable exemption therefrom, including, without limitation, the exemption provided by Rule 144 promulgated thereunder (or any successor rule).

Appears in 1 contract

Samples: Vornado Realty Trust 2013 Outperformance Plan Award Agreement (Vornado Realty Trust)

Investment Representations; Registration. The Grantee hereby makes the covenants, representations and warranties and set forth on Exhibit B attached hereto. All of such covenants, warranties and representations shall survive the execution and delivery of this Agreement by the Grantee. The Partnership will have no obligation to register under the Securities Act any 2016 2008 OPP Units or any other securities issued pursuant to this Agreement or upon conversion or exchange of 2016 2008 OPP Units. The Grantee agrees that any resale of the shares of Common Shares received upon the exchange of Units into which 2016 2008 OPP Units may be converted shall not occur during the “blackout periods” forbidding sales of Company securities, as set forth in the then applicable Company employee manual or ixxxxxx xxxxxxx xxxxxxx policy. In addition, any resale shall be made in compliance with the registration requirements of the Securities Act or an applicable exemption therefrom, including, without limitation, the exemption provided by Rule 144 promulgated thereunder (or any successor rule).

Appears in 1 contract

Samples: Vornado Realty Trust (Vornado Realty Trust)

Investment Representations; Registration. The Grantee hereby makes the covenants, representations and warranties set forth on Exhibit B attached hereto. All of such covenants, warranties and representations shall survive the execution and delivery of this Agreement by the Grantee. The Partnership will have no obligation to register under the Securities Act any 2016 2017 OPP Units or any other securities issued pursuant to this Agreement or upon conversion or exchange of 2016 2017 OPP Units. The Grantee agrees that any resale of the shares of Common Shares received upon the exchange of Units into which 2016 2017 OPP Units may be converted shall not occur during the “blackout periods” forbidding sales of Company securities, as set forth in the then applicable Company employee manual or ixxxxxx xxxxxxx xxxxxxx policy. In addition, any resale shall be made in compliance with the registration requirements of the Securities Act or an applicable exemption therefrom, including, without limitation, the exemption provided by Rule 144 promulgated thereunder (or any successor rule).

Appears in 1 contract

Samples: Vornado Realty Trust 2017 Outperformance Plan Award Agreement (Vornado Realty Lp)

Investment Representations; Registration. The Grantee hereby makes the covenants, representations and warranties set forth on Exhibit B attached hereto. All of such covenants, warranties and representations shall survive the execution and delivery of this Agreement by the Grantee. The Partnership will have no obligation to register under the Securities Act any 2016 2014 OPP Units or any other securities issued pursuant to this Agreement or upon conversion or exchange of 2016 2014 OPP Units. The Grantee agrees that any resale of the shares of Common Shares received upon the exchange of Units into which 2016 2014 OPP Units may be converted shall not occur during the “blackout periods” forbidding sales of Company securities, as set forth in the then applicable Company employee manual or ixxxxxx xxxxxxx xxxxxxx policy. In addition, any resale shall be made in compliance with the registration requirements of the Securities Act or an applicable exemption therefrom, including, without limitation, the exemption provided by Rule 144 promulgated thereunder (or any successor rule).

Appears in 1 contract

Samples: Vornado Realty Trust 2014 Outperformance Plan Award Agreement (Vornado Realty Trust)

Investment Representations; Registration. The Grantee hereby makes the covenants, representations and warranties set forth on Exhibit B attached hereto. All of such covenants, warranties and representations shall survive the execution and delivery of this Agreement by the Grantee. The Partnership will have no obligation to register under the Securities Act any 2016 2015 OPP Units or any other securities issued pursuant to this Agreement or upon conversion or exchange of 2016 2015 OPP Units. The Grantee agrees that any resale of the shares of Common Shares received upon the exchange of Units into which 2016 2015 OPP Units may be converted shall not occur during the “blackout periods” forbidding sales of Company securities, as set forth in the then applicable Company employee manual or ixxxxxx xxxxxxx xxxxxxx policy. In addition, any resale shall be made in compliance with the registration requirements of the Securities Act or an applicable exemption therefrom, including, without limitation, the exemption provided by Rule 144 promulgated thereunder (or any successor rule).

Appears in 1 contract

Samples: Vornado Realty Trust 2015 Outperformance Plan Award Agreement (Vornado Realty Lp)

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