Common use of Solicitation and Advertising Clause in Contracts

Solicitation and Advertising. In connection -------------------------------------------------------- with any offer or sale of any of the Securities, the Offerors shall not, nor shall either of them permit any of their Affiliates or any person acting on their behalf, other than the Placement Agents, to, (i) engage in any "directed selling efforts" within the meaning of Regulation S, or (ii) engage in any form of general solicitation or general advertising (as defined in Regulation D). COMPLIANCE WITH RULE 144A(D)(4) UNDER THE SECURITIES ACT. So long as ----------------------------------------------------------- any of the Securities are outstanding and are "restricted securities" within the meaning of Rule 144(a)(3) under the Securities Act, the Offerors will, during any period in which they are not subject to and in compliance with Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or the Offerors are not exempt from such reporting requirements pursuant to and in compliance with Rule 12g3-2(b) under the Exchange Act, provide to each holder of such restricted securities and to each prospective purchaser (as designated by such holder) of such restricted securities, upon the request of such holder or prospective purchaser in connection with any proposed transfer, any information required to be provided by Rule 144A(d)(4) under the Securities Act, if applicable. This covenant is intended to be for the benefit of the holders, and the prospective purchasers designated by such holders, from time to time of such restricted securities. The information provided by the Offerors pursuant to this Section 7.7 will not, at the date thereof, contain any untrue statement of a material fact or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading.

Solicitation and Advertising. In connection -------------------------------------------------------- with any offer or sale of any of Neither the Securities, Company nor the Offerors shall notTrust will, nor shall will either of them permit any of their Affiliates or any person acting on their behalf, behalf to (other than the Placement AgentsAgent, tothe Purchaser or their respective affiliates), (i) engage in any "“directed selling efforts" ” within the meaning of Regulation S, S under the Securities Act or (ii) engage in any form of “general solicitation or general advertising advertising” (as defined in within the meaning of Regulation D)) in connection with any offer or sale of any of the Securities. COMPLIANCE WITH RULE 144A(D)(4Compliance with Rule 144A(d)(4) UNDER THE SECURITIES ACTunder the Securities Act. So long as ----------------------------------------------------------- any of the Securities are outstanding and are "“restricted securities" ” within the meaning of Rule 144(a)(3) under the Securities Act, the Offerors will, during any period in which they are not subject to and in compliance with Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or the Offerors are not exempt from such reporting requirements pursuant to and in compliance with Rule 12g3-2(b) under the Exchange Act, provide to each holder of such restricted securities and to each prospective purchaser (as designated by such holder) of such restricted securities, upon the request of such holder or prospective purchaser in connection with any proposed transfer, any information required to be provided by Rule 144A(d)(4) under the Securities Act, if applicable. This covenant is intended to be for the benefit of the holders, and the prospective purchasers designated by such holders, from time to time of such restricted securities. The information provided by the Offerors pursuant to this Section 7.7 6.8 will not, at the date thereof, contain any untrue statement of a material fact or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. If the Company and the Trust are required to register under the Exchange Act, such reports filed in compliance with Rule 12g3-2(b) shall be sufficient information as required above. This covenant is intended to be for the benefit of the Purchaser, the holders of the Securities, and the prospective purchasers designated by such holders, from time to time, of the Securities.

Solicitation and Advertising. In connection -------------------------------------------------------- with any offer or sale of any of the Securities, the Offerors shall not, nor shall either of them permit any of their Affiliates or any person acting on their behalf, other than the Placement Agents, to, (i) engage in any "directed selling efforts" within the meaning of Regulation S, or (ii) to engage in any form of general solicitation or general advertising (as defined in Regulation D). COMPLIANCE WITH RULE 144A(D)(4Compliance with Rule 144A(d)(4) UNDER THE SECURITIES ACTunder the Securities Act. So long as ----------------------------------------------------------- any of the Securities are outstanding and are "restricted securities" within the meaning of Rule 144(a)(3) under the Securities Act, the Offerors will, during any period in which they are not subject to and in compliance with Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or the Offerors are not exempt from such reporting requirements pursuant to and in compliance with Rule 12g3-2(b) under the Exchange Act, provide to each holder of such restricted securities and to each prospective purchaser (as designated by such holder) of such restricted securities, upon the request of such holder or prospective purchaser in connection with any proposed transfer, any information required to be provided by Rule 144A(d)(4) under the Securities Act, if applicable. This covenant is intended to be for the benefit of the holders, and the prospective purchasers designated by such holders, from time to time of such restricted securities. The information provided by the Offerors pursuant to this Section 7.7 will not, at the date thereof, contain any untrue statement of a material fact or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading.

Solicitation and Advertising. In connection -------------------------------------------------------- with any offer or sale of any of Neither the Securities, Company nor the Offerors shall notTrust will, nor shall will either of them permit any of their Affiliates or any person acting on their behalf, behalf (other than the Placement AgentsIntroducing Agent and its affiliates), to, to (i) engage in any "“directed selling efforts" ” within the meaning of Regulation S, S under the Securities Act or (ii) engage in any form of “general solicitation or general advertising advertising” (as defined in within the meaning of Regulation D)) in connection with any offer or sale of any of the Securities. COMPLIANCE WITH RULE 144A(D)(4Compliance with Rule 144A(d)(4) UNDER THE SECURITIES ACTunder the Securities Act. So long as ----------------------------------------------------------- any of the Securities are outstanding and are "“restricted securities" ” within the meaning of Rule 144(a)(3) under the Securities Act, the Offerors Sellers will, during any period in which they are not subject to and in compliance with Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or the Offerors Sellers are not exempt from such reporting requirements pursuant to and in compliance with Rule 12g3-2(b) under the Exchange Act, provide to each holder of such restricted securities and to each prospective purchaser (as designated by such holder) of such restricted securities, upon the request of such holder or prospective purchaser in connection with any proposed transfer, any information required to be provided by Rule 144A(d)(4) under the Securities Act, if applicable. This covenant is intended to be for the benefit of the holders, and the prospective purchasers designated by such holders, from time to time of such restricted securities. The information provided by the Offerors Sellers pursuant to this Section 7.7 6.9 will not, at the date thereof, contain any untrue statement of a material fact or omit to state any material fact necessary to make the statements therein, in light of the circumstances under which they were made, not misleading. If the Company and the Trust are required to register under the Exchange Act, such reports filed in compliance with Rule 12g3-2(b) shall be sufficient information as required above. This covenant is intended to be for the benefit of the Purchaser, the holders of the Securities, and the prospective purchasers designated by such holders, from time to time, of the Securities.