Common use of Termination; Survival Following Termination Clause in Contracts

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Agent may terminate this Agreement prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one Trading Day’s notice to the other party; provided that, (A) if the Company and the Operating Partnership terminate this Agreement after the Agent confirms to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section 3(b)(v) with respect to such Shares, (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement, the obligations of the Company, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 and ‎Section 6 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. (ii) In addition to the survival provision of ‎Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating Partnership, of its officers and of the Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent or the Company and the Operating Partnership or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement.

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Agent Either party may terminate this Agreement prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one ten (10) Trading Day’s Days’ prior written notice to the other party; provided that, (A) if the Company and the Operating Partnership terminate terminates this Agreement after the Agent confirms to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section Section 3(b)(v) with respect to such Shares, Shares and (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement Section 2, Section 6, Section 7 and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement, the obligations of the Company, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 and ‎Section 6 Section 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. Upon termination of this Agreement, the Company shall not have any liability to the Agent for any discount, commission or other compensation with respect to any Shares not otherwise sold by the Agent under this Agreement. (ii) In addition to the survival provision of ‎Section Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent or the Company and the Operating Partnership or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement.

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Agent Either party may terminate this Agreement prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one five Trading Day’s Days’ notice to the other party; provided that, (A) if the Company and the Operating Partnership terminate terminates this Agreement after the Agent confirms to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section 3(b)(v) with respect to such Shares, Shares and (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement‎Section 2, the obligations of the Company‎Section 6, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 7 and ‎Section 6 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. Upon termination of this Agreement, the Company shall not have any liability to the Agent for any discount, commission or other compensation with respect to any Shares not otherwise sold by the Agent under this Agreement. (ii) In addition to the survival provision of ‎Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent or the Company and the Operating Partnership or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement.

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Agent Either party may terminate this Agreement prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one Trading Day’s ten (10) calendar days’ notice to the other party; provided that, (A) if the Company and the Operating Partnership terminate terminates this Agreement after the Agent confirms to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section Section 3(b)(v) with respect to such Shares, Shares and (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement Section 2, Section 6, Section 7 and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement, the obligations of the Company, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 and ‎Section 6 Section 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. Upon termination of this Agreement, the Company shall not have any liability to the Agent for any discount, commission or other compensation with respect to any Shares not otherwise sold by the Agent under this Agreement. (ii) In addition to the survival provision of ‎Section Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent or the Company and the Operating Partnership or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement.

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Each Agent may terminate this Agreement Agreement, solely with respect to its rights and obligations hereunder, and the Company may terminate this Agreement, with respect to one or both Agents, prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one three (3) Trading Day’s Days’ notice to the other party; provided that, (A) if the Company and the Operating Partnership terminate terminates this Agreement after the an Agent confirms to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section Section 3(b)(v) with respect to such Shares, Shares and (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement Section 2, Section 6, Section 7 and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement, the obligations of the Company, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 and ‎Section 6 Section 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. For the avoidance of doubt, the termination by one Agent of its rights and obligations under this Agreement pursuant to this Section shall not affect the rights and obligations of the other Agent under this Agreement. (ii) In addition to the survival provision of ‎Section Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent Agents set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the an Agent or the Company and the Operating Partnership or any of its or their partners, affiliates, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement, provided that, for the avoidance of doubt, upon termination of this Agreement, the Company shall not have any liability to the Agents for any discount, commission or other compensation with respect to any Shares not sold by the Agents under this Agreement prior to such termination.

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Agent may terminate this Agreement prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one ten (10) Trading Day’s Days’ notice to the other partyAgents; provided that, that (A) if the Company and the Operating Partnership terminate terminates this Agreement after the Designated Agent confirms to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section Section 3(b)(v) with respect to such Shares, Shares and (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement Section 2, Section 6, Section 7 and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement, the obligations of the Company, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 and ‎Section 6 Section 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. (ii) Each Agent may terminate its rights and obligations under this Agreement prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon ten (10) Trading Days’ notice to the Company. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. For avoidance of doubt, the termination by one Agent of its rights and obligations under this Agreement pursuant to this Section 7(b) shall not affect the rights and obligations of the other Agent under this Agreement. (iii) In addition to the survival provision of ‎Section Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent Agents set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent Agents or the Company and the Operating Partnership or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement.

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Each Agent may terminate this Agreement Agreement, solely with respect to its rights and obligations hereunder, and the Company may terminate this Agreement, with respect to one or both Agents, prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one ten (10) Trading Day’s Days’ notice to the other partyparties to this Agreement; provided that, (A) if the Company and the Operating Partnership terminate terminates this Agreement after the an Agent confirms to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section Section 3(b)(v) with respect to such Shares, Shares and (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement Section 2, Section 6, Section 7 and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement, the obligations of the Company, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 and ‎Section 6 Section 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. For the avoidance of doubt, the termination by one Agent of its rights and obligations under this Agreement pursuant to this Section 7(b)(i) shall not affect the rights and obligations of the other Agent under this Agreement. (ii) In addition to the survival provision of ‎Section Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent Agents set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent Agents or the Company and the Operating Partnership or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement.

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Each Agent may terminate this Agreement Agreement, solely with respect to its rights and obligations hereunder, and the Company may terminate this Agreement, with respect to one or more Agents, prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one three (3) Trading Day’s Days’ notice to the other party; provided that, (A) if the Company and the Operating Partnership terminate terminates this Agreement after the an Agent confirms to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section Section 3(b)(v) with respect to such Shares, Shares and (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement Section 2, Section 6, Section 7 and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement, the obligations of the Company, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 and ‎Section 6 Section 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. For the avoidance of doubt, the termination by one Agent of its rights and obligations under this Agreement pursuant to this Section shall not affect the rights and obligations of the other Agent under this Agreement. (ii) In addition to the survival provision of ‎Section Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent Agents set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the an Agent or the Company and the Operating Partnership or any of its or their partners, affiliates, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement, provided that, for the avoidance of doubt, upon termination of this Agreement, the Company shall not have any liability to the Agents for any discount, commission or other compensation with respect to any Shares not sold by the Agents under this Agreement prior to such termination.

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Agent Either party may terminate this Agreement prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one ten (10) Trading Day’s Days’ notice to the other party; provided that, (A) if the Company and the Operating Partnership terminate terminates this Agreement after the Agent confirms to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section 3(b)(v) with respect to such Shares, Shares and (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement ‎Section 2, ‎Section 3(d), Section 6, Section 7 and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement, the obligations of the Company, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 and ‎Section 6 Section 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. (ii) In addition to the survival provision of ‎Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent or the Company and the Operating Partnership or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement, provided that, for the avoidance of doubt, upon termination of this Agreement, the Company shall not have any liability to the Agent for any discount, commission or other compensation with respect to any Shares not sold by the Agent under this Agreement prior to such termination.

Termination; Survival Following Termination. (i) The Company and Selling Stockholder, the Operating Partnership Agent or the Agent Forward Purchaser may terminate this Agreement prior to the end of the Agency Period, with respect to the sale of Shares by the Selling Stockholder (including through any Forward), by giving written notice as required by this Agreement, upon one ten (10) Trading Day’s Days’ notice to the other party; provided that, that (A) if the Company and the Operating Partnership terminate Selling Stockholder terminates this Agreement after the Agent confirms to the Company and the Operating Partnership Selling Stockholder any sale of Shares (or the Forward Purchaser confirms to the Selling Stockholder any sale of Forward Hedge Shares), the Company Selling Stockholder shall remain obligated to comply with ‎Section Section 3(b)(v) with respect to such SharesShares or applicable Forward, as applicable, and (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement Section 2, Section 6, Section 7 and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement, the obligations of the Company, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 and ‎Section 6 Section 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. (ii) In addition to the survival provision of ‎Section Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each the Company, of its officers, of the Company and the Operating PartnershipSelling Stockholder, of its officers and of the Agent and the Forward Purchaser set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent Agent, the Forward Purchaser, the Selling Stockholder or the Company and the Operating Partnership or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement. No termination shall affect or impair any party’s obligations with respect to any Shares sold hereunder prior to such termination (including, in the case of any Forward Hedge Shares, the obligation to enter into the resulting Forward Contract).

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Agent Either party may terminate this Agreement prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one five Trading Day’s Days’ notice to the other party; provided that, (A) if the Company and the Operating Partnership terminate terminates this Agreement after the Agent confirms to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section Section 3(b)(v) with respect to such Shares, Shares and (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement Section 2, Section 6, Section 7 and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement, the obligations of the Company, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 and ‎Section 6 Section 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. Upon termination of this Agreement, the Company shall not have any liability to the Agent for any discount, commission or other compensation with respect to any Shares not otherwise sold by the Agent under this Agreement. (ii) In addition to the survival provision of ‎Section Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent or the Company and the Operating Partnership or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement.

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Agent Either party may terminate this Agreement prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one ten (10) Trading Day’s Days’ notice to the other party; provided that, (A) if the Company and the Operating Partnership terminate terminates this Agreement after the Agent confirms Agents confirm to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section Section 3(b)(v) with respect to such Shares, Shares and (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement Section 2, Section 6, Section 7 and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement, the obligations of the Company, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 and ‎Section 6 Section 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. Upon termination of this Agreement, the Company shall not have any liability to the Agents for any discount, commission, or other compensation with respect to any Shares not otherwise sold by the Agents under this Agreement. (ii) In addition to the survival provision of ‎Section Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent Agents set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent Agents or the Company and the Operating Partnership or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement.

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Agent Either party may terminate this Agreement prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one Trading Day’s ten (10) calendar days’ notice to the other party; provided that, (A) if the Company and the Operating Partnership terminate terminates this Agreement after the Agent confirms to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section 3(b)(v) with respect to such Shares, Shares and (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement‎Section 2, the obligations of the Company‎Section 6, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 7 and ‎Section 6 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement.. Upon termination of this Agreement, the Company shall not have any liability to the Agent for any discount, commission or other compensation with respect to any Shares not otherwise sold by the Agent under this Agreement. ​ (ii) In addition to the survival provision of ‎Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent or the Company and the Operating Partnership or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement.

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Agent Either party may terminate this Agreement prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one ten (10) Trading Day’s Days’ notice to the other party; provided that, (A) if the Company and the Operating Partnership terminate terminates this Agreement or the Agency Period expires after the Agent confirms to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section 3(b)(v) with respect to such Shares, Shares and (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement ‎Section 2, ‎Section 3(d), Section 6, Section 7 and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement, the obligations of the Company, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 and ‎Section 6 Section 8 shall survive any termination of this AgreementAgreement or expiration of the Agency Period. If termination or expiration shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. (ii) In addition to the survival provision of ‎Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent or the Company and the Operating Partnership or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this AgreementAgreement or expiration of the Agency Period.

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Agent Either party may terminate this Agreement prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one Trading Day’s ten calendar days’ notice to the other party; provided that, (A) if the Company and the Operating Partnership terminate terminates this Agreement after the Agent confirms to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section 3(b)(v) with respect to such Shares, Shares and (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement‎Section 2, the obligations of the Company‎Section 6, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 7 and ‎Section 6 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. Upon termination of this Agreement, the Company shall not have any liability to the Agent for any discount, commission or other compensation with respect to any Shares not otherwise sold by the Agent under this Agreement. (ii) In addition to the survival provision of ‎Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent or the Company and the Operating Partnership or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement.

Termination; Survival Following Termination. (i) The Company and shall have the Operating Partnership or the Agent may right, by giving ten (10) days' written notice to terminate this Agreement prior in its sole discretion with respect to one Agent or the end of the Agency Period, by giving written notice as required by this entire Agreement, upon one Trading Day’s notice to the other party; provided that, (A) if the Company and the Operating Partnership terminate terminates this Agreement after the an Agent confirms to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section 3(b)(v) with respect to such Shares, Shares and (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement‎Section 2, the obligations of the Company‎Section 6, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 7 and ‎Section 6 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. (ii) Each of the Agents shall have the right, by giving ten (10) days' written notice to terminate this Agreement in its sole discretion with respect to itself, but not with respect to any other Agent, at any time after the date of this Agreement. Any such termination shall be without liability of any party to any other party except that the provisions of ‎Section 2, ‎Section 6, ‎Section 7 and ‎Section 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement (iii) In addition to the survival provision of ‎Section 7(b)(i) and ‎Section 7(b)(ii), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent Agents set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent Agents or the Company and the Operating Partnership or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement.

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Agent Either party may terminate this Agreement prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one ten (10) Trading Day’s Days’ notice to the other party; provided that, (A) if the Company and the Operating Partnership terminate terminates this Agreement after the Agent confirms to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section Section 3(b)(v) with respect to such Shares, Shares and (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement Section 2, Section 6, Section 7 and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement, the obligations of the Company, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 and ‎Section 6 Section 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. Upon termination of this Agreement, the Company shall not have any liability to the Agent for any discount, commission or other compensation with respect to any Shares not previously sold by the Agent under this Agreement. (ii) In addition to the survival provision of ‎Section Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent or the Company and the Operating Partnership or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement.

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Agent Either party may terminate this Agreement prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one Trading Day’s ten (10) days’ prior written notice to the other party; provided that, (A) if the Company and the Operating Partnership terminate terminates this Agreement after the Agent confirms to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section Section 3(b)(v) with respect to such Shares, Shares and (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement Section 2, Section 6, Section 7 and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement, the obligations of the Company, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 and ‎Section 6 Section 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. Upon termination of this Agreement, the Company shall not have any liability to the Agent for any discount, commission or other compensation with respect to any Shares not otherwise sold by the Agent under this Agreement. (ii) In addition to the survival provision of ‎Section Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent or the Company and the Operating Partnership or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement.

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Agent Either party may terminate this Agreement prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one Trading Day’s ten calendar days’ notice to the other party; provided that, (A) if the Company and the Operating Partnership terminate terminates this Agreement after the Agent confirms to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section Section 3(b)(v) with respect to such Shares, Shares and (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement Section 2, Section 6, Section 7 and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement, the obligations of the Company, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 and ‎Section 6 Section 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. Upon termination of this Agreement, the Company shall not have any liability to the Agent for any discount, commission or other compensation with respect to any Shares not otherwise sold by the Agent under this Agreement. (ii) In addition to the survival provision of ‎Section Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent or the Company and the Operating Partnership or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement.

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Agent Either party may terminate this Agreement prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one ten (10) Trading Day’s Days’ notice to the other party; provided that, (A) if the Company and the Operating Partnership terminate terminates this Agreement after the Agent confirms to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section Section 3(b)(v) with respect to such Shares, Shares and (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement Section 2, Section 3(d), Section 6, Section 7 and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement, the obligations of the Company, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 and ‎Section 6 Section 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. (ii) In addition to the survival provision of ‎Section Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent or the Company and the Operating Partnership or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement; provided that, for the avoidance of doubt, upon termination of this Agreement, the Company shall not have any liability to the Agent for any discount, commission or other compensation with respect to any Shares not sold by the Agent under this Agreement prior to such termination.

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Agent Either party may terminate this Agreement prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one ten (10) Trading Day’s Days’ notice to the other party; provided that, (A) if the Company and the Operating Partnership terminate terminates this Agreement after the Agent confirms to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section Section 3(b)(v) with respect to such Shares, Shares and (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement Section 2, Section 3(d), Section 6, Section 7 and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement, the obligations of the Company, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 and ‎Section 6 Section 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. Except as set forth herein and except with respect to the violation by the Company of any covenants in Section 4 hereof, upon termination of this Agreement, the Company shall not have any liability to the Agent for any discount, commission or other compensation with respect to any Shares not otherwise sold by the Agent under this Agreement. (ii) In addition to the survival provision of ‎Section Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent or the Company and the Operating Partnership or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement.

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Agent Either party may terminate this Agreement prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one Trading Day’s ten (10) calendar days’ notice to the other party; provided that, (A) if the Company and the Operating Partnership terminate terminates this Agreement after the Agent confirms to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section Section 3(b)(v) with respect to such Shares, Shares and (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement Section 2, Section 3(d), Section 6, Section 7 and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement, the obligations of the Company, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 and ‎Section 6 Section 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. Upon termination of this Agreement, the Company shall not have any liability to the Agent for any discount, commission or other compensation with respect to any Shares not otherwise sold by the Agent under this Agreement. (ii) In addition to the survival provision of ‎Section Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent or the Company and the Operating Partnership or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement.

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Agent Either party may terminate this Agreement prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one Trading Day’s notice to the other party; provided that, (A) if the Company and the Operating Partnership terminate terminates this Agreement after the Agent confirms to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section Section 3(b)(v) with respect to such Shares, Shares and (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement Section 2, Section 6, Section 7 and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement, the obligations of the Company, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 and ‎Section 6 Section 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. Upon termination of this Agreement, the Company shall not have any liability to the Agent for any discount, commission or other compensation with respect to any Shares not otherwise sold by the Agent under this Agreement. (ii) In addition to the survival provision of ‎Section Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent or the Company and the Operating Partnership or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement.

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Each Agent may terminate this Agreement Agreement, solely with respect to its rights and obligations hereunder, and the Company may terminate this Agreement, with respect to one or both Agents, prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one three (3) Trading Day’s Days’ notice to the other party; provided that, (A) if the Company and the Operating Partnership terminate terminates this Agreement after the an Agent confirms to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section 3(b)(v) with respect to such Shares, (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement, the obligations of the Company, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 and ‎Section 6 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement.Section (ii) In addition to the survival provision of ‎Section Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent Agents set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the an Agent or the Company and the Operating Partnership or any of its or their partners, affiliates, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement, provided that, for the avoidance of doubt, upon termination of this Agreement, the Company shall not have any liability to the Agents for any discount, commission or other compensation with respect to any Shares not sold by the Agents under this Agreement prior to such termination.

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Agent Any party may terminate this Agreement prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one Trading Day’s seven (7) calendar days’ notice to the other party; provided that, (A) if the Company and the Operating Partnership terminate terminates this Agreement after the Agent confirms Agents confirm to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section Section 3(b)(v) with respect to such Shares, (B) with respect to any pending sale to the Agent pursuant to a Terms Section 2, Section 3(d), Section 6, Section 7 and Section 8 shall survive termination of this Agreement and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement, the obligations of the Company, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 for the avoidance of doubt, the termination by one Agent (the “Terminating Agent”) of its rights and ‎Section 6 obligations under this Agreement pursuant to this Section 7(b)(i) shall survive termination not affect the rights and obligations of the other Agent under this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. Except as set forth herein, upon termination of this Agreement by an Agent, the Terminating Agent shall not have any liability to the remaining Agent for any discount, commission or other compensation with respect to any Shares not otherwise sold by the Agents under this Agreement. (ii) In addition to the survival provision of ‎Section Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent Agents set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent Agents or the Company and the Operating Partnership or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement.

Termination; Survival Following Termination. (i) The Company and the Operating Partnership or the Agent Either party may terminate this Agreement prior to the end of the Agency Period, by giving written notice as required by this Agreement, upon one ten (10) Trading Day’s Days’ notice to the other party; provided that, (A) if the Company and the Operating Partnership terminate terminates this Agreement after the Agent confirms to the Company and the Operating Partnership any sale of Shares, the Company shall remain obligated to comply with ‎Section Section 3(b)(v) with respect to such Shares, Shares and (B) with respect to any pending sale to the Agent pursuant to a Terms Agreement Section 2, Section 6, Section 7 and any offering or resale of any Shares purchased or to be purchased by the Agent pursuant to a Terms Agreement, the obligations of the Company, including in respect of compensation of the Agent, shall remain in full force and effect notwithstanding such termination, and (C) ‎Section 2 and ‎Section 6 Section 8 shall survive termination of this Agreement. If termination shall occur prior to the Settlement Date for any sale of Shares, such sale shall nevertheless settle in accordance with the terms of this Agreement. Upon termination of this Agreement, the Company shall not have any liability to the Agent for any discount or commission with respect to any Shares not otherwise sold by the Agent under this Agreement. (ii) In addition to the survival provision of ‎Section Section 7(b)(i), the respective indemnities, agreements, representations, warranties and other statements of each of the Company and the Operating PartnershipCompany, of its officers and of the Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of the Agent or the Company and the Operating Partnership or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Shares sold hereunder and any termination of this Agreement.