Common use of Representations and Agreements to Survive Delivery Clause in Contracts

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to the agreements of the Agent and the Company contained in Section 5 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the Agent hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to the agreements of the Agent several Underwriters and the Company contained in Section 5 6 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent any Underwriter or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares Securities to and by the Agent hereunderUnderwriters hereunder and any termination of this Agreement.

Representations and Agreements to Survive Delivery. All representations, warranties, representations and agreements warranties of the Company herein or in certificates delivered pursuant hereto, and agreements of the Agent and the Company herein, including but not limited to the agreements of the Agent and the Company contained in Section 5 hereof5, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the Agent hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, representations and agreements warranties of the Company herein or in certificates delivered pursuant hereto, and agreements of the Agent and the Company herein, including but not limited to the agreements of the Agent and the Company contained in Section 5 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the Agent hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, representations and agreements warranties of the Company herein or in certificates delivered pursuant hereto, and agreements of the Agent and the Company herein, including but not limited to the agreements of the Agent and the Company contained in Section 5 6 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the Agent hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to the agreements of the Agent and several Underwriters, the Company contained in Section 5 6 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent any Underwriter or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares Securities to and by the Agent hereunderUnderwriters hereunder and any termination of this Agreement.

Representations and Agreements to Survive Delivery. All representations, warranties, warranties and agreements of the Company herein or in certificates delivered pursuant heretohereto or any Terms Agreement, including but not limited to and the agreements of the Agent and the Company Manager contained in Section 5 hereof6 of this Agreement, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent Manager or any controlling person thereofpersons, or the Company (or any of its their officers, directors, directors or controlling persons), and shall survive delivery of, of and payment for, for the Shares to and by the Agent hereunderShares.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company contained herein or in certificates delivered pursuant hereto, including but not limited to the and your agreements of the Agent and the Company contained in Section 5 6 hereof, shall remain operative and in full force and effect regardless of any termination or cancellation of this Agreement or any investigation made by or on behalf of the Agent you or any controlling person thereofperson, or the Company or any of its officers, directors, directors or any controlling persons, and shall survive delivery of, and payment for, of the Shares to and by the Agent you hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to the agreements of the Agent Agents and the Company contained in Section 5 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent Agents or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the Agent Agents hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company Offerors herein or in certificates delivered pursuant hereto, including but not limited to and the agreements of the Agent Offerors and the Company you contained in Section 5 hereof, 6 hereof shall remain operative and in full force and effect regardless of any investigation made by you or on your behalf of the Agent or any controlling person thereof, or the Company or any of its officers, directors, or controlling personspersons or the Trust or any if its trustees, or controlling persons and shall survive delivery of, and payment for, the Shares Capital Securities to and by the Agent Underwriters hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to the agreements of the Agent and the Company contained in Section 5 6 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the Agent hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Agent and the Company herein or in certificates delivered pursuant hereto, including but not limited to the agreements of the Agent and the Company contained in Section 5 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the Agent hereunder.

Representations and Agreements to Survive Delivery. All -------------------------------------------------- representations, warranties, warranties and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to and the agreements of the Agent and the Company contained in Section 5 6 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent or any controlling person thereofpersons, or the Company (or any of its their officers, directors, directors or controlling persons), and shall survive delivery of, of and payment for, for the Shares to and by the Agent hereunderStock.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to and the agreements of the Agent Purchaser and the Company contained in Section 5 6 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent Purchaser or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Firm Shares to and by the Agent Purchaser hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, warranties and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to and the agreements of the Agent and the Company contained in Section 5 6 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent or any controlling person thereofpersons, or the Company (or any of its their officers, directors, directors or controlling persons), and shall survive delivery of, of and payment for, for the Shares to and by the Agent hereunderStock.

Representations and Agreements to Survive Delivery. All representations, warranties, warranties and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to and the agreements of the Agent and the Company contained in Section 5 6 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent or any controlling person thereofpersons, or the Company (or any of its their officers, directors, directors or controlling persons), and shall survive delivery of, of and payment for, for the Shares to and by the Agent hereunderShares.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company herein or in certificates delivered pursuant heretoto this Agreement, including but not limited to the agreements of the Agent and the Company contained in Section 5 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the Agent hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to the agreements of the Agent Agents and the Company contained in Section 5 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent Agents or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the Designated Agent hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, warranties and agreements of the Company and the Selling Stockholder herein or in certificates delivered pursuant heretohereto or any Terms Agreement, including but not limited to and the agreements of the Agent and the Company Manager contained in Section 5 hereof6 of this Agreement, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent Manager or any controlling person thereofpersons, or the Company and the Selling Stockholder (or any of its their officers, directors, directors or controlling persons), and shall survive delivery of, of and payment for, for the Shares to and by the Agent hereunderShares.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to the agreements of the Agent Agents and the Company contained in Section 5 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the any Agent or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the any Agent hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company herein or in certificates delivered pursuant heretohereto including, including but not limited to to, the agreements of the Agent Representative and the Company contained in Section 5 5(h) and Section 7 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent Underwriters or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the Agent Representative hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to and the agreements of the Placement Agent and the Company contained in Section 5 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Placement Agent or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, persons and shall survive delivery of, and payment for, the Shares to and distribution of the Securities by the Placement Agent hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, warranties and agreements of the Company Trust herein or in certificates delivered pursuant hereto, including but not limited to and the agreements of the Agent and the Company contained in Section 5 6 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent or any controlling person thereofpersons, or the Company Trust (or any of its their officers, directors, directors or controlling persons), and shall survive delivery of, of and payment for, for the Shares to and by the Agent hereunderCommon Shares.

Representations and Agreements to Survive Delivery. All representations, warranties, warranties and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to and the agreements of the Agent and the Company Manager contained in Section 5 hereof6 of this Agreement, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent Manager or any controlling person thereofpersons, or the Company (or any of its their officers, directors, directors or controlling persons), and shall survive delivery of, of and payment for, for the Shares to and by the Agent hereunderShares.

Representations and Agreements to Survive Delivery. All representations, -------------------------------------------------- warranties, and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to and the agreements of the Agent Purchaser and the Company contained in Section 5 6 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent Purchaser or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Firm Shares to and by the Agent Purchaser hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to the agreements of the Agent Agents and the Company contained in Section 5 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the any Agent or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the any Agent hereunder.. ​

Representations and Agreements to Survive Delivery. All representations, warranties, representations and agreements warranties of the Company herein or in certificates delivered pursuant hereto, including and agreements of the Agent and the Company herein, including, but not limited to to, the agreements of the Agent and the Company contained in Section 5 hereof5, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the Agent hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company and the Placement Agent herein or in certificates delivered pursuant hereto, including including, but not limited to to, the agreements of the Placement Agent and the Company contained in Section 5 7 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Placement Agent or any controlling person thereof, or the Company or any of its officers, directors, directors or controlling persons, and shall survive delivery of, and payment for, the Shares Offered Securities to and by the Placement Agent hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company herein or in certificates delivered pursuant heretohereto including, including but not limited to to, the agreements of the Placement Agent and the Company contained in Section 5 6(h) and Section 8 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Placement Agent or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the Placement Agent hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to and the agreements of the Agent several Agents and the Company contained in Section 5 7 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the any Agent or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares Securities to and by the Agent hereunderAgents hereunder and any termination of this Agreement.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company herein or in certificates delivered pursuant hereto, including including, but not limited to to, the agreements of the Agent and the Company contained in Section 5 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the Agent hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, representations and agreements warranties of the Company herein or in certificates delivered pursuant hereto, and agreements of the Agent and the Company herein, including but not limited to the agreements of the Agent and the Company contained in Section 5 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the Agent or any of its co-agent(s) or other designees hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to the and your agreements of the Agent and the Company Company’s agreements contained in Section 5 6 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent you or any person controlling person thereofyou, or the Company or any of its officers, directors, or controlling persons, persons and shall survive delivery of, and payment for, the distribution of the Shares to and by the Agent you hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, warranties and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to and the agreements of the Agent and the Company contained in Section 5 6 hereof, shall remain operative and in full force and effect regardless of (i) any investigation made by or on behalf of the Agent or Agent, any controlling person thereofpersons, or the Company (or any of its their officers, directors, directors or controlling persons), (ii) acceptance of the Shares and payment therefor or (iii) any termination of this Agreement and shall survive delivery of, of and payment for, for the Shares to and by the Agent hereunderShares.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to the agreements of the Agent you and the Company contained in Section 5 6 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent you or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, or any controlling person thereof, and shall survive delivery of, and payment for, the Shares Securities to and by the Agent Underwriter hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, warranties and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to and the agreements of the Agent and the Company Sales Manager contained in Section 5 6 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent Sales Manager or any controlling person thereofpersons, or the Company (or any of its their officers, directors, directors or controlling persons), and shall survive delivery of, of and payment for, for the Shares to and by the Agent hereunderShares.

Representations and Agreements to Survive Delivery. All -------------------------------------------------- representations, warranties, warranties and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to and the agreements of the Agent and the Company contained in Section 5 6 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent or any controlling person thereofpersons, or the Company (or any of its their officers, directors, directors or controlling persons), and shall survive delivery of, of and payment for, for the Shares to and by the Agent hereunderShares.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to the agreements of the Agent and Underwriter, the Company contained in Section 5 6 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent Underwriter or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares Securities to and by the Agent Underwriter hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, representations and agreements warranties of the Company herein or in certificates delivered pursuant hereto, and agreements of the Agents and the Company herein, including but not limited to the agreements of the Agent Agents and the Company contained in Section 5 6 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent Agents or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the Agent Agents hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, warranties and agreements of the Company and the Agent herein or in certificates delivered pursuant hereto, including but not limited to and the agreements of the Agent Company and the Company Agent contained in Section 5 6 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent or any controlling person thereofpersons, or the Company (or any of its their officers, directors, directors or controlling persons), and shall survive delivery of, of and payment for, for the Shares to and by the Agent hereunderStock.

Representations and Agreements to Survive Delivery. All representations, warranties, representations and agreements warranties of the Company herein or in certificates delivered pursuant hereto, including and agreements of the Agents and the Company herein, including, but not limited to to, the agreements of the Agent Agents and the Company contained in Section 5 hereof5, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent Agents or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the Agent Agents hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to and the agreements of the Placement Agent and the Company contained in Section 5 7 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Placement Agent or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, persons and shall survive delivery of, and payment for, the Shares to and by the Agent hereunderShares.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company and the Operating Partnership contained herein or in certificates delivered pursuant hereto, including but not limited to the and your agreements of the Agent and the Company contained in Section 5 6 hereof, shall remain operative and in full force and effect regardless of any termination or cancellation of this Agreement or any investigation made by or on behalf of the Agent you or any controlling person thereofperson, or the Company and the Operating Partnership or any of its their officers, directors, directors or any controlling persons, and shall survive delivery of, and payment for, of the Shares to and by the Agent you hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to the agreements of the Agent Agents and the Company contained in Section 5 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent Agents or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the Agent Agents hereunder.. ​

Representations and Agreements to Survive Delivery. All representations, warranties, representations and agreements warranties of the Company herein or in certificates delivered pursuant hereto, and agreements of the Agents and the Company herein, including but not limited to the agreements of each of the Agent Agents and the Company contained in Section 5 hereof5, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent Agents or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the Agent Agents hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, warranties and agreements of the Company herein or in certificates delivered pursuant heretohereto or any Terms Agreement, including but not limited to and the agreements of the Agent and the Company Manager contained in Section 5 hereof6 of this Agreement, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent Manager or any controlling person thereofpersons, or the Company (or any of its the Company’s officers, directors, directors or controlling persons), and shall survive delivery of, of and payment for, for the Shares to and by the Agent hereunderShares.

Representations and Agreements to Survive Delivery. All representations, warranties, representations and agreements warranties of the Company herein or in certificates delivered pursuant hereto, and agreements of the Agent and the Company herein, including but not limited to the agreements of the Agent and the Company contained in Section 5 hereof5, shall remain operative and in full force and effect effect 11097250.1 210679-10009 33 regardless of any investigation made by or on behalf of the Agent or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the Agent hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to the agreements of the Agent and the Company contained in Section 5 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the Agent hereunder.. ​

Representations and Agreements to Survive Delivery. All representations, warranties, representations and agreements warranties of the Company and the Agent herein or in certificates delivered pursuant hereto, and agreements of the Agent and the Company herein, including but not limited to the agreements of the Agent and the Company contained in Section 5 hereof5, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the Agent hereunder.

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to the agreements of the Agent and the Company contained in Section 5 hereof, shall remain operative and in full force and effect regardless of any investigation made by or on behalf of the Agent or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the Agent hereunder.,

Representations and Agreements to Survive Delivery. All representations, warranties, and agreements of the Company herein or in certificates delivered pursuant hereto, including but not limited to the agreements of the Agent and the Company contained in Section 5 hereof, shall remain operative and in full force and effect as of their respective dates regardless of any investigation made by or on behalf of the Agent or any controlling person thereof, or the Company or any of its officers, directors, or controlling persons, and shall survive delivery of, and payment for, the Shares to and by the Agent hereunder.