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

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent or controlling person, or by or on behalf of the Transaction Entities, and shall survive delivery of the Securities to Placement Agent.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or contained in certificates of officers of the Transaction Entities or any of their subsidiaries party hereto submitted pursuant hereto, hereto shall remain operative and in full force and effect, regardless of any investigation made by by, or on behalf of Placement Agent of, the Selling Agent, the Manager or controlling person, or by or on behalf any person who controls any of the Transaction Entities, foregoing and shall survive delivery the Initial and each Additional Closing Time in the form restated and reaffirmed as of the Securities to Placement Agenteach such closing time.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or contained in certificates of officers of the Transaction Entities Depositor or any of their subsidiaries the Seller submitted pursuant hereto, hereto shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Underwriters or controlling personpersons thereof, or by or on behalf of the Transaction EntitiesDepositor or the Seller, and shall survive delivery of the any Securities to Placement Agentthe Underwriters.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company or any of their subsidiaries its Subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of the Placement Agent or controlling person, or by or on behalf of the Transaction EntitiesCompany, and shall survive delivery of the Securities to the Placement Agent.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries Company submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement the Sales Agent or controlling person, or by or on behalf of the Transaction EntitiesCompany, and shall survive delivery of the Securities to Placement the Sales Agent.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement Agreement, or contained in certificates of officers of the Transaction Entities Company or any of their subsidiaries the Bank submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement the Agent or any controlling person, or by or on behalf of the Transaction EntitiesCompany, and shall survive delivery of the Securities to Placement AgentSecurities.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries Company submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of the Placement Agent or controlling person, or by or on behalf of the Transaction EntitiesCompany, and shall survive delivery of the Securities to the Placement Agent.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company or any of their its subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of the Placement Agent or controlling person, or by or on behalf of the Transaction EntitiesCompany, and shall survive delivery of the Securities Shares to the Placement Agent.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or contained in certificates of officers of the Transaction Entities Corporation or any of their subsidiaries the Guarantor submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any termination of this Agreement or any investigation made by or on behalf of Placement Agent any Dealer or any controlling person, or by or on behalf of the Transaction EntitiesCorporation or the Guarantor, and shall survive each delivery of and payment for any of the Securities to Placement AgentBonds.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries Company submitted pursuant hereto, hereto or thereto shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Agents or any controlling personperson of an Agent, or by or on behalf of the Transaction EntitiesCompany, and shall survive each delivery of and payment for any of the Securities to Placement AgentNotes.

Representations, Warranties and Agreements to Survive Delivery. All The representations, warranties warranties, indemnities, agreements and agreements contained other statements of the Company, the Guarantor or the officers set forth in or made pursuant to this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries submitted pursuant hereto, shall will remain operative and in full force and effect, effect regardless of any investigation made by or on behalf of Placement the Company, the Guarantor or any Agent or any controlling person, or by or on behalf person of the Transaction Entities, any Agent and shall will survive delivery of and payment for the Securities to Placement AgentSecurities.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement any Agent or any controlling personperson of any Agent, or by or on behalf of the Transaction EntitiesCompany, and shall survive each delivery of and payment for any of the Securities to Placement AgentNotes.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or contained in certificates of officers of the Transaction Entities or any of their subsidiaries Company submitted pursuant hereto, to this Agreement shall remain operative and in full force and effect, effect regardless of any investigation made by or on behalf of Placement the Agent or any controlling personperson of the Agent, or by or on behalf of the Transaction EntitiesCompany, and shall survive delivery of the Securities to Placement AgentShares.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or contained in certificates of officers of the Transaction Entities or any of their subsidiaries Company submitted pursuant hereto, hereto shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Dealer Manager or controlling personany person who controls the Dealer Manager, or by or on behalf of the Transaction EntitiesCompany, and shall survive delivery of the Securities to Placement AgentTermination Date.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or contained in certificates of officers of the Transaction Entities or any of their subsidiaries party hereto submitted pursuant hereto, hereto shall remain operative and in full force and effect, regardless of any investigation made by by, or on behalf of Placement Agent or controlling personof, the Selling Agent, the General Partner, the Fund, or by or on behalf any person who controls any of the Transaction Entitiesforegoing, and shall survive delivery of the Securities to Placement AgentClosing Dates.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company or any of their its subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of the Placement Agent or controlling person, or by or on behalf of the Transaction EntitiesCompany, the Operating Partnership and the Manager or its officers, and shall survive delivery of the Securities to the Placement Agent.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries its Subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Manager or controlling person, or by or on behalf of the Transaction Entities, and shall survive delivery of the Securities to Placement Agentthe Manager.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company, the Operating Partnership, the Manager or any of their respective subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of the Placement Agent or controlling person, or by or on behalf of the Transaction EntitiesCompany, the Operating Partnership or the Manager, and shall survive delivery of the Securities to the Placement Agent.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or contained in certificates of officers of the Transaction Entities Corporation or any of their subsidiaries the Guarantor submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any termination of this Agreement or any investigation made by or on behalf of Placement Agent any Dealer or any controlling person, or by or on behalf of the Transaction EntitiesCorporation or the Guarantor, and shall survive each delivery of and payment for any of the Securities to Placement AgentNotes.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company, the Operating Partnership, the Manager or any of their respective subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of the Placement Agent Agents or controlling person, or by or on behalf of the Transaction EntitiesCompany, the Operating Partnership or the Manager, and shall survive delivery of the Securities to the Placement AgentAgents.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement Agreement, or contained in certificates of officers of the Transaction Entities Company or any of their subsidiaries the Bank submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement the Agent or any controlling person, or by or on behalf of the Transaction EntitiesCompany, and shall survive delivery of the Securities to Placement Agentand the issuance of the Foundation Shares.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company, or any of their subsidiaries the Adviser submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent or controlling personthe Agents, or by or on behalf of the Transaction EntitiesCompany or the Adviser, and shall survive delivery of the Securities Shares to Placement Agentthe Agents.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or contained in certificates of officers of the Transaction Entities or any of their subsidiaries party hereto submitted pursuant hereto, hereto shall remain operative and in full force and effect, regardless of any investigation made by by, or on behalf of Placement Agent of, the Selling Agent, the Fund, the Adviser, the Distributor or controlling person, or by or on behalf any person who controls any of the Transaction Entitiesforegoing, and shall survive delivery each Closing Time in the form restated and reaffirmed as of the Securities to Placement Agenteach such Closing Time.

Representations, Warranties and Agreements to Survive Delivery. All The representations, warranties warranties, indemnities, agreements and other statements of the Company and the indemnities, agreements contained and other statements of an Agent set forth in or made pursuant to this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries submitted pursuant hereto, shall will remain operative and in full force and effect, effect regardless of any investigation made by or on behalf of Placement the Company or an Agent or controlling person, or by or on behalf of the Transaction Entities, person and shall survive each delivery of and payment for the Securities to Placement AgentNotes.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement and the Pricing Agreement, or contained in certificates of officers or Trustees of the Transaction Entities or any of their subsidiaries Offerors submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent any Underwriter or controlling person, or by or on behalf of the Transaction Entities, Offerors and shall survive delivery of the Preferred Securities to Placement Agentthe Underwriters.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries Company submitted pursuant hereto, hereto shall remain operative and in full force and effect, effect regardless of (i) any investigation made by or on behalf of Placement Agent the Dealer Managers or the Company, any person controlling person, or by or on behalf any of the Transaction EntitiesDealer Managers or the Company or their respective officers or directors, (ii) issuance of the Rights and shall survive (iii) delivery of and payment for the Securities Shares pursuant to Placement Agentthe Offer.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries Company submitted pursuant hereto, hereto or thereto shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Agents or any controlling personperson of an Agent, or by or on behalf of the Transaction EntitiesCompany, and shall survive each delivery of and payment for the Securities to Placement AgentNotes.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement Agreement, including the indemnity and contribution provisions of Section 10 and Section 11 hereof, or in certificates of officers of the Transaction Entities or any of their subsidiaries submitted pursuant hereto, hereto shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Agents or any controlling personperson of an Agent, or by or on behalf of the Transaction Entitiesrelevant Trust or the Company, and shall survive each delivery of and payment for the Securities to Placement AgentNotes.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company or any of their its subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of the Placement Agent or controlling person, or by or on behalf of the Transaction EntitiesCompany or the Operating Partnership, and shall survive delivery of the Securities to the Placement Agent.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or contained in certificates of officers of the Transaction Entities or any of their subsidiaries party hereto submitted pursuant hereto, hereto shall remain operative and in full force and effect, regardless of any investigation made by by, or on behalf of Placement Agent of, the Selling Agent, the Managing Owner, the Trust, any Trading Advisor or controlling person, or by or on behalf any person who controls any of the Transaction Entitiesforegoing, and shall survive delivery of the Securities to Placement AgentClosing Times.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries Company submitted pursuant hereto, hereto or thereto shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Agents or any controlling personperson of any Agent, or by or on behalf of the Transaction EntitiesCompany, and shall survive each delivery of and payment for any of the Securities to Placement AgentNotes.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company or any of their subsidiaries the Guarantor submitted pursuant heretohereto or thereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement any Agent or any controlling personperson of any Agent, or by or on behalf of the Transaction EntitiesCompany or the Guarantor, and shall survive each delivery of and payment for any of the Securities to Placement AgentSecurities.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company or any of their subsidiaries the Guarantor submitted pursuant heretohereto or thereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement any Agent or any controlling personperson of any Agent, or by or on behalf of the Transaction EntitiesCompany or the Guarantor, and shall survive each delivery of and payment for any of the Securities to Placement AgentNotes.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company or any of their its subsidiaries submitted pursuant hereto, hereto shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement the Agent or controlling person, or by or on behalf of the Transaction EntitiesCompany, and shall survive delivery of the Securities to Placement the Agent.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement Agreement, including the indemnity and contribution provisions of Section 9 and Section 10 hereof, or in certificates of officers of the Transaction Entities or any of their subsidiaries submitted pursuant hereto, hereto shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Agents or any controlling personperson of an Agent, or by or on behalf of the Transaction Entitiesrelevant Trust or the Company, and shall survive each delivery of and payment for the Securities to Placement AgentNotes.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries Trust submitted pursuant hereto, hereto shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Agents or any controlling personperson of an Agent, or by or on behalf of the Transaction EntitiesTrust, and shall survive each delivery of and payment for any of the Securities to Placement AgentNotes.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries submitted pursuant hereto, hereto shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Agents or any controlling personperson of an Agent, or by or on behalf of the Transaction relevant Trust or the Principal Entities, and shall survive each delivery of and payment for the Securities to Placement AgentNotes.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company or any of their subsidiaries the Guarantor submitted pursuant hereto, hereto or thereto shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Agents or any controlling personperson of the Agents, or by or on behalf of the Transaction EntitiesCompany or the Guarantor, and shall survive each delivery of and payment for any of the Securities to Placement AgentNotes.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company or the Operating Partnership or any of their respective subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of the Placement Agent or controlling person, or by or on behalf of the Transaction Entities, Company or the Operating Partnership and shall survive delivery of the Securities to the Placement Agent.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company or any of their its subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent BMO Capital Markets or controlling person, or by or on behalf of the Transaction EntitiesCompany or the Operating Partnership, and shall survive delivery of the Securities to Placement AgentBMO Capital Markets.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries Company submitted pursuant hereto, hereto or thereto shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement the Agent or any controlling personperson of the Agent, or by or on behalf of the Transaction EntitiesCompany, and shall survive each delivery of and payment for the Securities to Placement AgentNotes.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries Company submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of the Placement Agent or controlling person, or by or on behalf of the Transaction EntitiesCompany, and shall survive delivery of the Securities to Placement Agentthe Fund.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or contained in certificates of officers of the Transaction Entities or any of their subsidiaries party hereto submitted pursuant hereto, hereto shall remain operative and in full force and effect, regardless of any investigation made by by, or on behalf of Placement Agent of, the Selling Agent, the General Partner, the Fund, the Broker, the Trading Advisor or controlling person, or by or on behalf any person who controls any of the Transaction Entities, foregoing and shall survive delivery of the Securities to Placement AgentInitial Public Closing Time.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company or the Operating Partnership or any of their respective subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of the Placement Agent or controlling person, or by or on behalf of the Transaction EntitiesCompany or the Operating Partnership, and shall survive delivery of the Securities to the Placement Agent.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement Agreement, including the indemnity and contribution provisions of Section 10 and Section 11 hereof, or in certificates of officers of the Transaction Entities or any of their subsidiaries submitted pursuant hereto, hereto shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Agents or any controlling personperson of an Agent, or by or on behalf of the Transaction relevant Trust or the Principal Entities, and shall survive each delivery of and payment for the Securities to Placement AgentNotes.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or contained in certificates of officers of the Transaction Entities or any of their subsidiaries party hereto submitted pursuant hereto, hereto shall remain operative and in full force and effect, regardless of any investigation made by by, or on behalf of Placement Agent or controlling personof, the Selling Agent, the Managing Owner, the Trust, or by or on behalf any person who controls any of the Transaction Entitiesforegoing, and shall survive delivery of the Securities to Placement AgentClosing Times.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company or any of their its subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of the Placement Agent or controlling person, or by or on behalf of the Transaction EntitiesCompany, and shall survive delivery of the any Placement Securities to the Placement Agent.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or contained in certificates of officers of the Transaction Entities or any of their subsidiaries Company submitted pursuant hereto, to this Agreement shall remain operative and in full force and effect, effect regardless of any investigation made by or on behalf of Placement Agent the Agent, the Forward Seller, the Forward Purchaser or any controlling personperson of the Agent, the Forward Seller or the Forward Purchaser or by or on behalf of the Transaction EntitiesCompany, and shall survive delivery of the Securities to Placement AgentShares.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of (i) any investigation made by or on behalf of Placement Agent or controlling personby, or by or on behalf of the Transaction EntitiesCompany or the Development Agent, and shall survive or any person who controls any of the foregoing, (ii) delivery of and payment for the Securities Interests or (iii) the termination of this Agreement pursuant to Placement AgentSection 9 hereof.

Representations, Warranties and Agreements to Survive Delivery. All The representations, warranties warranties, indemnities, agreements and agreements contained other statements of the Company, the Guarantors or the officers set forth in or made pursuant to this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries submitted pursuant hereto, shall will remain operative and in full force and effect, effect regardless of any investigation made by or on behalf of Placement the Company, the Guarantors or any Agent or any controlling person, or by or on behalf person of the Transaction Entities, any Agent and shall will survive delivery of and payment for the Securities to Placement AgentSecurities.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries its Subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent Xxxxxxx Xxxxx or controlling person, or by or on behalf of the Transaction Entities, and shall survive delivery of the Securities to Placement AgentXxxxxxx Xxxxx.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company, or any of their subsidiaries the Adviser submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent or controlling personan Agent, or by or on behalf of the Transaction EntitiesCompany or the Adviser, and shall survive delivery of the Securities Shares to Placement the Designated Agent.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries General Partner submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement the Sales Agent or controlling person, or by or on behalf of the Transaction EntitiesPartnership, and shall survive delivery of the Securities to Placement the Sales Agent.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company or any of their its subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Agents or controlling person, or by or on behalf of the Transaction Entities, and shall survive delivery of the Securities to Placement Agentthe Agents.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries Company submitted pursuant hereto, hereto shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement the Agent or controlling personany person who controls the Agent within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act, or by or on behalf of the Transaction Entities, Company and shall survive delivery of the Securities Shares to Placement the Agent.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or contained in certificates of officers of the Transaction Entities or any of their subsidiaries party hereto submitted pursuant hereto, hereto shall remain operative and in full force and effect, regardless of any investigation made by by, or on behalf of Placement Agent of, the Selling Agent, the Managing Owner, the Trust or controlling person, or by or on behalf any person who controls any of the Transaction Entities, and shall survive delivery of the Securities to Placement Agentforegoing.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries Company submitted pursuant hereto, hereto or thereto shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Agents or controlling personany con- trolling person of an Agent, or by or on behalf of the Transaction EntitiesCompany, and shall survive each delivery of and payment for any of the Securities to Placement AgentNotes.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company or any of their its subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of the Placement Agent or Placements Agents, as the case may be, or respective controlling person, or by or on behalf of the Transaction EntitiesCompany, and shall survive delivery of the Securities to the Selected Placement Agent.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries submitted pursuant hereto, 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, or by or on behalf of the Transaction EntitiesCertificate Trust, the Owner Trust or Charter or any controlling person, director or officer of the Certificate Trust, the Owner Trust or Charter and shall survive for one year after delivery of the Securities Certificates to Placement Agentthe purchasers thereof.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement Agreement, or contained in certificates of officers of the Transaction Entities or any of their subsidiaries submitted Company pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Agents or any controlling personperson of an Agent, or by or on behalf of the Transaction EntitiesCompany, and shall survive each delivery of and payment for any of the Securities to Placement AgentNotes.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or contained in certificates of officers of the Transaction Entities or any of their subsidiaries party hereto submitted pursuant hereto, hereto shall remain operative and in full force and effect, regardless of any investigation made by by, or on behalf of Placement Agent or controlling personof, the Selling Agent, the Correspondent Selling Agent, the Managing Owner, the Trust, or by or on behalf any person who controls any of the Transaction Entitiesforegoing, and shall survive delivery of the Securities to Placement AgentClosing Times.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries Company submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of the Placement Agent Agents or controlling person, or by or on behalf of the Transaction EntitiesCompany, and shall survive delivery of the Securities to the Placement AgentAgents.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company, the Adviser the Administrator or any of their subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent or controlling person, or by or on behalf of the Transaction EntitiesCompany, the Adviser or the Administrator, and shall survive delivery of the Securities to Placement Agent.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company or any of their subsidiaries the Operating Partnership submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of the Placement Agent or controlling person, or by or on behalf of the Transaction EntitiesCompany or the Operating Partnership, and shall survive delivery of the Securities to Placement Agentthe Funds.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement Agreement, or contained in certificates of officers of the Transaction Entities Trust or any of their subsidiaries the Investment Manager submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Dealer Managers or any controlling person, or by or on behalf of the Transaction Entities, Trust or the Investment Manager and shall survive delivery of the Securities Shares pursuant to Placement Agentthe Offer.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Fund, the Advisers or any of their subsidiaries the Distributor submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Dealer or controlling person, or by or on behalf of the Transaction EntitiesFund, the Advisers or the Distributor and shall survive delivery of the Securities to Placement Agentthe Dealer or its customers.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company or any of their subsidiaries the Operating Partnership submitted pursuant hereto, shall remain operative and in full force and effect, effect regardless of (i) any investigation made by or on behalf of Placement Agent MLV or its Affiliates or selling agents, any person controlling personMLV, its officers or by directors or on behalf of any person controlling the Transaction Entities, Company or the Operating Partnership and shall survive (ii) delivery of and payment for the Securities to Placement AgentSecurities.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or contained in certificates of officers of the Transaction Entities or any of their subsidiaries party hereto submitted pursuant hereto, hereto shall remain operative and in full force and effect, regardless of any investigation made by by, or on behalf of Placement Agent or controlling personof, the Selling Agent, the Correspondent Selling Agent, the Managing Owner, the Trust, or by or on behalf any person who controls any of the Transaction Entitiesforegoing, and shall survive delivery of the Securities to Placement AgentClosing Times (as defined in the Memorandum).

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company or any of their subsidiaries the Guarantor submitted pursuant hereto, hereto or thereto shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Agents or any controlling personperson of an Agent, or by or on behalf of the Transaction EntitiesCompany or the Guarantor, and shall survive each delivery of and payment for any of the Securities to Placement AgentNotes.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent RBC or controlling person, or by or on behalf of the Transaction Entities, and shall survive delivery of the Securities to Placement AgentRBC.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of the Placement Agent or controlling person, or by or on behalf of the Transaction EntitiesCompany or the Operating Partnership, and shall survive delivery of the Securities to Placement Agentthe Fund.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or contained in certificates of officers of the Transaction Entities or any of their subsidiaries party hereto submitted pursuant hereto, hereto shall remain operative and in full force and effect, regardless of any investigation made by by, or on behalf of Placement Agent of, the Managing Owner, the Trust, JWH or controlling person, or by or on behalf any person who controls any of the Transaction Entities, and shall survive delivery of the Securities to Placement Agentforegoing.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement Placement Agent Agreement, or contained in certificates of officers of the Transaction Entities or any of their subsidiaries Company submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent Xxxxxx or any controlling person, or by or on behalf of the Transaction EntitiesCompany or any controlling person, director or officer of the Company, and shall survive delivery of the Securities Shares to Placement Agentthe Purchasers.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent KeyBanc Capital Markets or controlling person, or by or on behalf of the Transaction Entities, and shall survive delivery of the Securities to Placement AgentKeyBanc Capital Markets.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Fund, the Advisers or any of their subsidiaries the Distributor submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent any Dealer or controlling person, or by or on behalf of the Transaction EntitiesFund, the Advisers or the Distributor and shall survive delivery of the Securities to Placement Agentany Dealer or its customers.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Holder or any controlling person, or by or on behalf of the Transaction EntitiesCompany, and shall survive delivery of the Securities Exchange Shares to Placement Agentthe Holder.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Purchaser or controlling person, or by or on behalf of the Transaction EntitiesSeller, Case Credit and its respective Affiliates, and shall survive delivery of the Securities Direct Purchase Notes to Placement Agentthe Purchaser.

Representations, Warranties and Agreements to Survive Delivery. All The representations, warranties warranties, indemnities, agreements and agreements contained other statements of the Company or the officers set forth in or made pursuant to this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries submitted pursuant hereto, shall will remain operative and in full force and effect, effect regardless of any investigation made by or on behalf of Placement the Company or any Agent or any controlling person, or by or on behalf person of any Agent and will survive the purchase and sale of the Transaction Entities, and shall survive delivery of the Securities to Placement AgentSecurities.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements agreements, contained in this Agreement or in certificates certificates, of officers the Partnerships or authorized representatives of each of the Transaction Entities or any of their subsidiaries submitted pursuant hereto, hereto or thereto shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Agents or any controlling personperson of an Agent, or by or on behalf of the Transaction Entities, and shall survive each delivery of and payment for any of the Securities to Placement AgentSecurities.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any Company authorized representatives of their subsidiaries the Operating Partnership submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of the Placement Agent or controlling person, or by or on behalf of the Transaction EntitiesCompany or the Operating Partnership, and shall survive delivery of the Securities to Placement Agentthe Fund.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent Jefferies or controlling person, or by or on behalf of the Transaction Entities, and shall survive delivery of the Securities to Placement AgentJefferies.

Representations, Warranties and Agreements to Survive Delivery. All representationsThe representations warranties, warranties indemnities, agreements and agreements contained other statements of the Company set forth in or made pursuant to this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, effect regardless of any investigation made by or on behalf of Placement Selling Agent or the Company or controlling person, or by or on behalf person of the Transaction EntitiesCompany, and shall survive delivery of and payment for the Securities to Placement AgentShares.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in or incorporated into this Agreement Agreement, or contained in certificates of officers of the Transaction Entities or any of their subsidiaries Officers' Certificates submitted pursuant hereto, shall remain operative and in full force and effecteffect until the Preferred Securities have been repaid in full, regardless of any investigation made by or on behalf of Placement Agent the Holders or any controlling personperson of the Interim Purchasers, or by or on behalf of the Transaction EntitiesCompany, and shall survive delivery of the Securities to Placement AgentPreferred Securities.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement Agreement, or contained in certificates of officers of the Transaction Entities or any of their subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any termination of this Agreement, or investigation made by or on behalf of Placement Agent any Underwriter or any controlling person, or by or on behalf of the a Transaction Entities, Entity and shall survive delivery of and payment for the Securities to Placement AgentNotes.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries Company submitted pursuant heretohereto or thereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Agents or any controlling personperson of the Agent, or by or on behalf of the Transaction EntitiesCompany, and shall survive each delivery of and payment for any of the Securities to Placement AgentNotes.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their its subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement the Agent or controlling person, or by or on behalf of the Transaction EntitiesCompany, and shall survive delivery of the Securities to Placement the Agent.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company or any of their its subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of the Placement Agent or a controlling person, or by or on behalf of the Transaction EntitiesCompany, and shall survive delivery of the Securities to the Placement Agent.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities either Issuer or any of their subsidiaries the Subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent any Initial Purchaser or controlling person, or by or on behalf of the Transaction Entitieseither Issuer or any Guarantor, and shall survive delivery of the Securities (including the Guarantees) to Placement Agentthe Initial Purchasers.

Representations, Warranties and Agreements to Survive Delivery. All The representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Partnership Entities or any of their subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent any Underwriter or controlling person, or by or on behalf of the Transaction Partnership Entities, and shall survive delivery of the Securities to Placement Agentthe Underwriters.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their its subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent SunTrust Xxxxxxxx Xxxxxxxx or controlling person, or by or on behalf of the Transaction EntitiesCompany, and shall survive delivery of the Securities to Placement AgentSunTrust Xxxxxxxx Xxxxxxxx.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries Company submitted pursuant hereto, hereto or thereto shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Agents or any controlling personperson of an Agent, or by or on behalf of the Transaction Entities, Company and shall survive each delivery of and payment for any of the Securities to Placement AgentNotes.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Operating Partnership or any of their its subsidiaries submitted pursuant hereto, hereto or thereto shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Underwriter or controlling person, or by or on behalf of the Transaction EntitiesOperating Partnership, and shall survive delivery of and payment for the Securities to Placement AgentDebt Securities.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Issuers or any of their subsidiaries submitted pursuant hereto, hereto shall remain operative and in full force and effect, regardless of (i) any investigation made by or on behalf of Placement Agent any Initial Purchaser or its Affiliates or selling agents, any person controlling personany Initial Purchaser, its officers or by directors or on behalf of any person controlling the Transaction Entities, Issuers and shall survive (ii) delivery of and payment for the Securities to Placement AgentSecurities.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company, the Operating Partnership or any of their subsidiaries subsidiary submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of Placement Agent the Agents or controlling person, or by or on behalf of the Transaction EntitiesCompany, the Operating Partnership or any subsidiary and shall survive delivery of the Securities to Placement Agentthe Agents.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company or any of their subsidiaries the Operating Partnership submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of the Placement Agent or controlling person, or by or on behalf of the Transaction EntitiesCompany or the Operating Partnership, and shall survive delivery of the Securities to Placement Agentthe Fund.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities or any of their subsidiaries Company submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of the Placement Agent or controlling personAgent, or by or on behalf of the Transaction EntitiesCompany, and shall survive delivery of the Securities to Placement Agentthe Investors.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company, the Adviser the Administrator or any of their subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of any Placement Agent or controlling person, or by or on behalf of the Transaction EntitiesCompany, the Adviser or the Administrator, and shall survive delivery of the Securities to the Placement AgentAgents.

Representations, Warranties and Agreements to Survive Delivery. All representations, warranties and agreements contained in this Agreement or in certificates of officers of the Transaction Entities Company, the Manager or any of their respective subsidiaries submitted pursuant hereto, shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of the Placement Agent Agents or controlling person, or by or on behalf of the Transaction EntitiesCompany or the Manager, and shall survive delivery of the Securities to the Placement AgentAgents.