Submission of Orders; Right to Reject Orders Sample Clauses

Submission of Orders; Right to Reject Orders. (a) With respect to Soliciting Dealer's participation in any resales or transfers of the Shares, Soliciting Dealer agrees to comply with any applicable requirements set forth in Section 2. (b) Until the minimum offering of 5,400,000 Shares has been sold, payments for Shares shall be made by checks payable to “UMB Bank, National Association, Escrow Agent for American Realty Capital Properties, Inc.” During such time, Soliciting Dealer shall forward original checks for the purchase of Shares together with an original Subscription Agreement, completed and executed by the subscriber as provided for in the Subscription Agreement, to UMB Bank, National Association (the “Escrow Agent”) at the address provided in the Subscription Agreement. Notwithstanding anything else herein to the contrary, with respect to a purchase of Shares by a holder of interests in an entity holding an unsecured promissory note for indebtedness owed by ARC Income Properties, LLC or ARC Income Properties III, LLC, the Dealer Manager, with the prior written consent of the Company, may waive the requirement that subscription funds be made payable to “UMB Bank, National Association, Escrow Agent for American Realty Capital Properties, Inc.” and be deposited into the Escrow Account, provided that such purchaser of Shares executes and delivers to the Dealer Manager and the Company a letter of direction substantially in the form of Exhibit A to the Dealer Manager Agreement. When Soliciting Dealer’s internal supervisory procedures are conducted at the site at which the Subscription Agreement and check for the purchase of Shares were initially received by Soliciting Dealer from the subscriber, Soliciting Dealer shall transmit the Subscription Agreement and check for the purchase of Shares to the Escrow Agent by the end of the next Business Day following receipt of the check and Subscription Agreement. When, pursuant to Soliciting Dealer’s internal supervisory procedures, Soliciting Dealer’s final internal supervisory procedures are conducted at a different location (the “Final Review Office”), Soliciting Dealer shall transmit the check for the purchase of Shares and Subscription Agreement to the Final Review Office by the end of the next Business Day following Soliciting Dealer’s receipt of the Subscription Agreement and check for the purchase of Shares. The Final Review Office will, by the end of the next Business Day following its receipt of the Subscription Agreement and check for the purchase ...
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Submission of Orders; Right to Reject Orders. (a) Minimum Offering; Minimum Investment. Until such time as the Company has received and accepted subscriptions for the minimum offering (as described in the Prospectus) and released the proceeds from such subscriptions from the Escrow Account, those persons who purchase Shares will be instructed by Selected Broker-Dealer to make their instruments of payment payable to or for the benefit of “UMB Bank, N.A., as Escrow Agent for Terra Income Fund 6, Inc.”, except that investors residing in jurisdictions requiring higher minimum offering amounts will continue to be instructed to make their instruments of payment payable to or for the benefit of “UMB Bank, N.A., as Escrow Agent for Terra Income Fund 6, Inc.” until the Company has received subscriptions for the applicable minimum offering amount. Thereafter, those persons who purchase Shares will be instructed by Selected Broker-Dealer to make their instruments of payment payable to or for the benefit of “Terra Income Fund 6, Inc.” Subject to certain individual state requirements and except for shares issued pursuant to the DRIP, Shares may be sold only to investors who initially purchase a minimum of 500 Shares for $5,000, subject to certain state requirements as described in the Prospectus. With respect to Selected Broker-Dealer’s participation in any resales or transfers of the Shares, Selected Broker-Dealer agrees to comply with any applicable requirements set forth in Section 2 and to fulfill the obligations pursuant to FINRA Rule 2310. Terra Capital Markets, LLC Selected Broker-Dealer Agreement 5
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Submission of Orders; Right to Reject Orders. With respect to Soliciting Dealer’s participation in any resales or transfers of Preferred Stock, Soliciting Dealer agrees to comply with any applicable requirements set forth in Section 2.
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Submission of Orders; Right to Reject Orders. (a) Each person desiring to purchase Shares in the Primary Offering will be required to complete and execute a Subscription Agreement and to deliver to the Soliciting Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) in the amount of $10.00 per Share subscribed for, or such discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus. There shall be a minimum initial purchase by any one purchaser in the Primary Offering of $2,000 of Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager). Minimum subsequent purchases of Shares in the Primary Offering shall be $1,000 per transaction. With respect to Soliciting Dealer’s participation in any resales or transfers of the Shares, Soliciting Dealer agrees to comply with any applicable requirements set forth in Section 2 and to fulfill the obligations pursuant to Rule 2810 of the FINRA Rules of Conduct. (b) Until such time as a minimum of $2,000,000 in subscription funds for Shares has been received from investors (the “Minimum Offering”), those persons who purchase Shares will be instructed by the Soliciting Dealer to make their checks or other instruments of payment payable to “UMB Bank, N.A., Escrow Agent for
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Submission of Orders; Right to Reject Orders i. With respect to Financial Intermediary’s participation in any resales or transfers of Preferred Stock, Financial Intermediary agrees to comply with any applicable requirements set forth in Section 2. ii. If using DRS Settlement:
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Submission of Orders; Right to Reject Orders 
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Related to Submission of Orders; Right to Reject Orders

  • Submission of Orders Those persons who purchase Shares shall make their checks payable to “Xxxx Credit Property Trust V, Inc.” or, alternatively, “CCPT V” or, in the event that the purchase is made using a Joint Subscription Agreement, “Xxxx REIT.” Checks received by the Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize the Dealer, if the Dealer is a “$250,000 broker-dealer”, to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Dealer conducts its internal supervisory procedures at the location where subscription documents and checks are initially received, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward the subscription documents and the checks to the Company by the end of the next business day following receipt of the subscription documents and the checks. (b) If the internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and checks must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checks. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and checks, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward the subscription documents and the checks to the Company.

  • Notification of Breach / Compliance Reports The Adviser shall notify the Trust immediately upon detection of (i) any material failure to manage any Fund in accordance with its investment objectives and policies or any applicable law; or (ii) any material breach of any of the Funds’ or the Adviser’s policies, guidelines or procedures. In addition, the Adviser shall provide a quarterly report regarding each Fund’s compliance with its investment objectives and policies, applicable law, including, but not limited to the 1940 Act and Subchapter M of the Code, as applicable, and the Fund’s policies, guidelines or procedures as applicable to the Adviser’s obligations under this Agreement. The Adviser agrees to correct any such failure promptly and to take any action that the Board may reasonably request in connection with any such breach. Upon request, the Adviser shall also provide the officers of the Trust with supporting certifications in connection with such certifications of Fund financial statements and disclosure controls pursuant to the Xxxxxxxx-Xxxxx Act. The Adviser will promptly notify the Trust in the event (i) the Adviser is served or otherwise receives notice of any action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, public board, or body, involving the affairs of the Trust (excluding class action suits in which a Fund is a member of the plaintiff class by reason of the Fund’s ownership of shares in the defendant) or the compliance by the Adviser with the federal or state securities laws or (ii) an actual change in control of the Adviser resulting in an “assignment” (as defined in the 0000 Xxx) has occurred or is otherwise proposed to occur.

  • Litigation; Observance of Agreements, Statutes and Orders (a) Except as disclosed in Schedule 5.8, there are no actions, suits or proceedings pending or, to the knowledge of the Company, threatened against or affecting the Company or any Subsidiary or any property of the Company or any Subsidiary in any court or before any arbitrator of any kind or before or by any Governmental Authority that, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect. (b) Neither the Company nor any Subsidiary is in default under any term of any agreement or instrument to which it is a party or by which it is bound, or any order, judgment, decree or ruling of any court, arbitrator or Governmental Authority or is in violation of any applicable law, ordinance, rule or regulation (including without limitation Environmental Laws) of any Governmental Authority, which default or violation, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

  • AGGREGATION OF ORDERS On occasions when the Adviser deems the purchase or sale of a security to be in the best interest of the Allocated Assets as well as other clients of the Adviser, the Adviser may to the extent permitted by applicable laws and regulations, but shall be under no obligation to, aggregate the orders for securities to be purchased or sold. In such event, allocation of the securities so purchased or sold, as well as the expenses incurred in the transaction, will be made by the Adviser in the manner the Adviser considers to be the most equitable and consistent with its fiduciary obligations to the Portfolio and to its other clients. The Manager recognizes that, in some cases, the Adviser’s allocation procedure may limit the size of the position that may be acquired or sold for the Allocated Assets.

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