Common use of Limitation of Offer Clause in Contracts

Limitation of Offer. (a) Soliciting Dealer will not offer Common Shares and will not permit any of its registered representatives to offer Common Shares in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact business in securities in such jurisdiction. In offering Common Shares, Soliciting Dealer shall comply with the rules set forth in the FINRA Manual, as well as all other applicable rules and regulations. (b) Soliciting Dealer shall maintain all Subscription Agreements (as defined below) for at least six years or for a period of time not less than that required in order to comply with all applicable federal and other regulatory requirements. Soliciting Dealer may satisfy its obligation by contractually requiring Subscription Agreements to be maintained by the investment advisers or banks it engages. Soliciting Dealer further agrees to comply with the record keeping requirements of the Exchange Act, including, but not limited to, Rules 17a-3 and 17a-4 promulgated thereunder. Soliciting Dealer agrees to make such documents and records available to the Dealer Manager and the Company upon request, and representatives of the Commission and FINRA upon Soliciting Dealer’s receipt of an appropriate document subpoena or other appropriate request for documents from any such agency.

Appears in 5 contracts

Samples: Soliciting Dealer Agreement (Lightstone Real Estate Income Trust Inc.), Soliciting Dealer Agreement (Lightstone Real Estate Income Trust Inc.), Soliciting Dealer Agreement (Lightstone Value Plus Real Estate Investment Trust III, Inc.)

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Limitation of Offer. (a) Soliciting Dealer will not offer Common Shares Units and will not permit any of its registered representatives to offer Common Shares Units in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact business in securities in such jurisdiction. In offering Common SharesUnits, Soliciting Dealer shall comply with the rules provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as all other applicable rules and regulations. (b) Soliciting Dealer shall maintain all Subscription Agreements (as defined below) for at least six years or for a period of time not less than that required in order to comply with all applicable federal and other regulatory requirements. Soliciting Dealer may satisfy its obligation by contractually requiring Subscription Agreements to be maintained by the investment advisers or banks it engages. Soliciting Dealer further agrees to comply with the record keeping requirements of the Exchange Act, including, but not limited to, Rules 17a-3 and 17a-4 promulgated thereunderunder the Exchange Act. Soliciting Dealer agrees to make such documents and records available to the Dealer Manager and the Company upon request, and representatives of the Commission and FINRA upon Soliciting Dealer’s receipt of an appropriate document subpoena or other appropriate request for documents from any such agency.

Appears in 4 contracts

Samples: Soliciting Dealer Agreement (CIM Commercial Trust Corp), Soliciting Dealer Agreement (CIM Commercial Trust Corp), Soliciting Dealer Agreement

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Limitation of Offer. (a) Soliciting Dealer will not offer Common Shares and will not permit any of its registered representatives to offer Common Shares in any jurisdiction unless both Soliciting Dealer and such registered representative are duly licensed to transact business in securities in such jurisdictionjurisdiction or are exempt therefrom. In offering Common Shares, Soliciting Dealer shall comply with the rules provisions of the Rules of Fair Practice set forth in the FINRA Manual, as well as all other applicable rules and regulations. (b) Soliciting Dealer shall maintain all Subscription Agreements (as defined below) for at least six years or for a period of time not less than that required in order to comply with all applicable federal and other regulatory requirements. Soliciting Dealer may satisfy its obligation by contractually requiring Subscription Agreements to be maintained by the investment advisers or banks it engages. Soliciting Dealer further agrees to comply with the record keeping requirements of the Exchange Act, including, but not limited to, Rules 17a-3 and 17a-4 promulgated thereunderunder the Exchange Act. Soliciting Dealer agrees to make such documents and records available to the Dealer Manager and the Company upon request, and representatives of the Commission and FINRA upon Soliciting Dealer’s receipt of an appropriate document subpoena or other appropriate request for documents from any such agency.

Appears in 3 contracts

Samples: Soliciting Dealer Agreement (American Realty Capital Properties, Inc.), Soliciting Dealer Agreement (American Realty Capital Properties, Inc.), Soliciting Dealer Agreement (American Realty Capital Properties, Inc.)

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