Common use of Solicitation of Purchasers Clause in Contracts

Solicitation of Purchasers. A. Except as hereinafter specified, the Company will not, and will not permit the Partnership or any of its other affiliates or agents to, (1) engage in any offering or placement of any debt or equity security or long-term debt (other than the refinancing of the Assumed Indebtedness as described in the Prospectus) for a period of three (3) years from the effective date of the Registration Statement for which you are not acting as the underwriter or sales or placement agent, unless you shall have been given a right of first refusal to act as the underwriter or sales agent with respect to such offering, and shall have failed to agree to act as the underwriter or sales agent for the proposed offering within thirty (30) days of a notice from the Company of the proposed terms of the offering, (2) solicit the purchasers of Shares in connection with any other offering of any security for a period of three (3) years from the effective date of the Registration Statement, unless you shall have been given a right of first refusal to conduct such solicitation or you are notified and compensated therefor in an amount equal to 8.0% of the purchase price of any securities purchased by any such purchaser, or (3) furnish the names of such purchasers or of other potential investors obtained through you to any person other than as may be required in connection with the normal and usual conduct by the Company of its business or required by court order or law. B. The Company agrees and understands that a violation of the provisions of Section 4(a)(ix)(A) of this Agreement will cause you irreparable harm and injury and that any money damages you receive will not compensate you for any breach thereof. Accordingly, the Company agrees that, in addition to monetary damages, you will be entitled to all such equitable relief including, without limitation, injunctive relief, as a court of equity or proper jurisdiction shall deem appropriate in the circumstances. Such relief shall not be exclusive of any rights you may have at law or in equity. All of the rights and remedies you have hereunder shall be cumulative and not alternative. The provisions of this Section shall not limit your remedies upon the breach by the Company of any other Section of this Agreement.