Private Placement Procedures. If Counterparty is unable to comply with the provisions of “Covenant of Counterparty” above because of a change in law or a change in the policy of the Securities and Exchange Commission or its staff, or Dealer otherwise determines that in its reasonable opinion and based on the advice of counsel any Settlement Shares to be delivered to Dealer by Counterparty may not be freely returned by Dealer or its affiliates to securities lenders as described under “Covenant of Counterparty” above, then delivery of any such Settlement Shares (the “Restricted Shares”) shall be effected pursuant to Annex A hereto, unless waived by Dealer.
Appears in 4 contracts
Samples: Letter Agreement (Portland General Electric Co /Or/), Letter Agreement (Portland General Electric Co /Or/), Portland General Electric Co /Or/
Private Placement Procedures. If Counterparty is unable to comply with the provisions of “Covenant of Counterparty” above because of a change in law or a change in the policy of the Securities and Exchange Commission or its staff, or Dealer otherwise determines that in its reasonable opinion and reasonably determines, based on the advice of counsel counsel, that any Settlement Shares to be delivered to Dealer by Counterparty may not be freely returned by Dealer or its affiliates to securities lenders as described under “Covenant of Counterparty” above, then delivery of any such Settlement Shares (the “Restricted Shares”) shall be effected pursuant to Annex A hereto, unless waived by Dealer.
Appears in 3 contracts
Samples: Underwriting Agreement (Lexington Realty Trust), Underwriting Agreement (Lexington Realty Trust), Equity Sales Agreement (Lexington Realty Trust)
