Common use of Suspension or Termination of Sales Clause in Contracts

Suspension or Termination of Sales. Consistent with standard market settlement practices, the Company or the Selling Stockholder, on the one hand, or the Agent, on the other hand, may, upon notice to the other party hereto in writing (including via email) or by telephone (confirmed promptly by verifiable email), suspend any sale of Shares; provided that if any of the representations and warranties of the Company contained in Section 2(a)(ii) are not true and correct as of a Representation Date, the Company will provide notice to the other party hereto in writing (including via email) or by telephone (confirmed promptly by verifiable email) to suspend any sale of Shares; provided, however, that (A) such suspension and termination shall not affect or impair any party’s obligations with respect to any Shares placed or sold hereunder prior to the receipt of such notice; (B) if the Company or the Selling Stockholder suspends or terminates any sale of Shares after the Agent confirms such sale to the Selling Stockholder, the Agent shall still be obligated to comply with Section 3(b)(iv) with respect to such Shares; and (C) if the Selling Stockholder defaults in its obligation to deliver Shares on a Settlement Date, the Selling Stockholder agrees that it will hold the Agent harmless against any loss, claim, damage or expense (including, without limitation, penalties, interest and reasonable and documented legal fees and expenses), as incurred, arising out of or in connection with such default by the Selling Stockholder. The parties hereto acknowledge and agree that, in performing its obligations under this Agreement, the Agent may borrow Common Shares from stock lenders in the event that the Selling Stockholder has not delivered Shares to settle sales as required by subsection (v) above, and may use the Shares to settle or close out such borrowings. The Company and the Selling Stockholder agree that no notice of suspension delivered by the Company or the Selling Stockholder pursuant to this Section 3(b)(vi) shall be effective against the Agent unless it is made to the persons identified in writing by the Agent pursuant to Section 3(b)(i). While a suspension is in effect, any obligation with respect to the delivery of consents, certificates, opinions, or comfort letters to the Agent shall be deemed waived.

Suspension or Termination of Sales. Consistent with standard market settlement practices, the Company or the Selling StockholderStockholders, on the one hand, or the Agent, on the other hand, may, upon notice to the other party hereto in writing (including via email) or by telephone (confirmed promptly by verifiable email), suspend any sale of Shares; provided that if any of the representations and warranties of the Company contained in Section 2(a)(ii) are not true and correct as of a Representation Date, the Company will provide notice to the other party hereto in writing (including via email) or by telephone (confirmed promptly by verifiable email) to suspend any sale of Shares; provided, however, that (A) such suspension and termination shall not affect or impair any party’s obligations with respect to any Shares placed or sold hereunder prior to the receipt of such notice; (B) if the Company or the Selling Stockholder suspends Stockholders suspend or terminates terminate any sale of Shares after the Agent confirms such sale to the Selling StockholderStockholders, the Agent Selling Stockholders shall still be obligated to comply with Section 3(b)(iv) with respect to such Shares; and (C) if the any Selling Stockholder defaults in its obligation to deliver Shares on a Settlement Date, the Selling Stockholder agrees Stockholders collectively agree that it will hold the Agent harmless against any loss, claim, damage or expense (including, without limitation, penalties, interest and reasonable and documented legal fees and expenses), as incurred, arising out of or in connection with such default by the such Selling Stockholder, as applicable. The parties hereto acknowledge and agree that, in performing its obligations under this Agreement, the Agent may borrow Common Shares from stock lenders in the event that the any Selling Stockholder has not delivered Shares to settle sales as required by subsection (v) above, and may use the Shares to settle or close out such borrowings. The Company and the each Selling Stockholder agree agrees that no notice of suspension delivered by the Company or the Selling Stockholder Stockholders pursuant to this Section 3(b)(vi) shall be effective against the Agent unless it is made to the persons identified in writing by the Agent pursuant to Section 3(b)(i). While a suspension is in effect, any obligation with respect to the delivery of consents, certificates, opinions, or comfort letters to the Agent shall be deemed waived.

Suspension or Termination of Sales. Consistent with standard market settlement practices, the Company or the Selling StockholderCompany, on the one hand, or the Agent, on the other handForward Purchase, or Forward Seller may, upon notice to the other party hereto in writing (including via email) or by telephone (confirmed promptly immediately by verifiable emaile-mail), suspend any sale of Shares or Forward Hedge Shares; provided that if any of , and the representations and warranties of the Company contained period set forth in Section 2(a)(ii) are not true and correct as of a Representation Date, the Company will provide notice to the other party hereto in writing (including via email) or by telephone (confirmed promptly by verifiable email) to suspend any sale of Sharesan Issuance Notice shall immediately terminate; provided, however, that (A) such suspension and termination shall not affect or impair any either party’s obligations with respect to any Shares or Forward Hedge Shares placed or sold hereunder prior to the receipt of such notice; (B) if the Company or the Selling Stockholder suspends or terminates any sale of Shares or Forward Hedge Shares after the Agent confirms such sale to the Selling StockholderCompany, the Agent Company shall still be obligated to comply with Section 3(b)(iv3(b) with respect to such SharesShares or Forward Hedge Shares sold; and (C) if the Selling Stockholder Company defaults in its obligation to deliver Shares in connection with an Issuance on a Settlement Date, the Selling Stockholder Company agrees that it will hold the Agent and Forward Seller harmless against any loss, claim, damage or expense (including, without limitation, penalties, interest and reasonable and documented legal fees and expenses), as incurred, arising out of or in connection with such default by the Selling StockholderCompany. The parties hereto acknowledge and agree that, in performing its obligations under this Agreement, the Agent may borrow Common Shares from stock lenders in the event that the Selling Stockholder Company has not delivered Shares to settle sales as required by subsection (vix) above, and may use the Shares to settle or close out such borrowings. The Company and the Selling Stockholder agree agrees that no such notice of suspension delivered by the Company or the Selling Stockholder pursuant to this Section 3(b)(vi) shall be effective against the Agent unless it is made to the persons identified in writing by the Agent pursuant to Section 3(b)(i3(b). While a suspension is in effect, any obligation with respect to the delivery of consents, certificates, opinions, or comfort letters to the Agent shall be deemed waived.

Suspension or Termination of Sales. Consistent with standard market settlement practices, the Company or the Selling Stockholder, as applicable, on the one hand, or the Agent, on the other hand, may, upon notice to the other party hereto in writing (including via email) or by telephone (confirmed promptly by verifiable email), suspend any sale of Shares; provided that if any of , and, with respect to sales by the representations and warranties of the Company contained in Section 2(a)(ii) are not true and correct as of a Representation DateCompany, the Company will provide notice period set forth in an Issuance Notice, with respect to the other party hereto in writing (including via email) or by telephone (confirmed promptly by verifiable email) to suspend any sale of SharesCompany, shall immediately terminate; provided, however, that (A) such suspension and termination shall not affect or impair any party’s obligations with respect to any Shares placed or sold hereunder prior to the receipt of such notice; (B) if the Company or the Selling Stockholder Stockholder, as applicable, suspends or terminates any sale of Shares after the Agent confirms such sale to the Company or the Selling Stockholder, as applicable, the Agent Company or the Selling Stockholder, as applicable, shall still be obligated to comply with Section 3(b)(iv3(b)(vi) or Section 3(b)(vii), as applicable, with respect to such Shares; and (C) if the Company or the Selling Stockholder Stockholder, as applicable, defaults in its obligation to deliver Shares on a Settlement Date, the Company or the Selling Stockholder Stockholder, as applicable, agrees that it will hold the Agent harmless against any loss, claim, damage or expense (including, without limitation, penalties, interest and reasonable and documented legal fees and expenses), as incurred, arising out of or in connection with such default by the Company or the Selling Stockholder, as applicable. The parties hereto acknowledge and agree that, in performing its obligations under this Agreement, the Agent may borrow Common Shares from stock lenders in the event that the Company or the Selling Stockholder Stockholder, as applicable, has not delivered Shares to settle sales as required by subsection (vvi) or (vii) above, as applicable, and may use the Shares to settle or close out such borrowings. The Company and the Selling Stockholder agree agrees that no notice of suspension delivered by the Company or the Selling Stockholder pursuant to this Section 3(b)(vi3(b)(viii) shall be effective against the Agent unless it is made to the persons identified in writing by the Agent pursuant to Section 3(b)(i). While a suspension is in effect, any obligation with respect to the delivery of consents, certificates, opinions, or comfort letters to the Agent shall be deemed waived.

Suspension or Termination of Sales. Consistent with standard market settlement practices, the Company or the Selling Stockholder, Agent through whom the sale of Shares is to be made on the one hand, or the Agent, an agency basis on the other hand, any Trading Day may, upon notice to the other party hereto relevant parties in writing (including via email) or by telephone (confirmed promptly by verifiable email, which confirmation will be promptly acknowledged by each receiving party), suspend any sale of Shares; provided that if any of Shares with respect to which such Agent is acting as sales agent, and the representations and warranties of the Company contained in Section 2(a)(ii) are not true and correct as of a Representation Date, the Company will provide notice to the other party hereto in writing (including via email) or by telephone (confirmed promptly by verifiable email) to suspend any sale of SharesSelling Period shall immediately terminate; provided, however, that (A) such suspension and termination shall not affect or impair any party’s the respective parties’ obligations with respect to any Shares placed or sold sold, or with respect to Shares that the Company has instructed such Agent to sell, hereunder prior to the receipt of such notice, that the Agent has agreed to purchase prior to the receipt of such notice pursuant to a Terms Agreement or with respect to any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement entered into prior to the receipt of such notice; (B) if the Company or the Selling Stockholder suspends or terminates any sale of Shares after the Agent confirms such sale to the Selling Stockholderthereto, the Agent Company shall still be obligated to comply with Section 3(b)(iv‎Section 3(b)(v) with respect to such Shares; and (C) such suspension and termination shall not affect or impair the respective parties’ obligations with respect to any Confirmation executed and delivered by the Company and the relevant Forward Purchaser prior to giving of such notice under which Forward Hedge Shares have been sold, and (D) if the Selling Stockholder Company defaults in its obligation to deliver Shares on a Settlement Date, the Selling Stockholder agrees Company and the Operating Partnership agree that it they will hold the relevant Agent harmless against any loss, claim, damage or expense (including, without limitation, penalties, interest and reasonable and documented legal fees and expenses), as incurred, arising out of or in connection with such default by the Selling StockholderCompany. The Each of the parties hereto acknowledge acknowledges and agree agrees that, in performing its obligations under this Agreement, the Agent may borrow Common Shares and/or Series A Preferred Shares from stock lenders in the event that the Selling Stockholder Company has not delivered Shares to settle sales as required by subsection (v) above, and may use the Shares to settle or close out such borrowings. The Company and the Selling Stockholder Operating Partnership agree that no such notice of suspension delivered by the Company or the Selling Stockholder pursuant to this Section 3(b)(vi) shall be effective against the Agent unless it is made to the persons representatives identified in writing by the Agent pursuant to Section ‎Section 3(b)(i). While a suspension is in effect, any obligation with respect to the delivery of consents, certificates, opinions, or comfort letters to the Agent shall be deemed waived.