Common use of Solicitations as Agent Purchases as Principal Clause in Contracts

Solicitations as Agent Purchases as Principal. In soliciting purchases of Securities on behalf of the Company and in performing its other obligations hereunder (other than with respect to any purchase by an Agent as principal pursuant to a Terms Agreement), each Agent shall act solely as agent for the Company and not as principal. Each Agent shall make reasonable efforts to assist the Company in obtaining performance by each purchaser whose offer to purchase Securities has been solicited by such Agent and accepted by the Company; provided, however, that such Agent shall not have any liability to the Company or the Guarantor in the event any such purchase is not consummated for any reason. If the Company shall default on its obligation to deliver Securities to a purchaser whose offer it has accepted, the Company shall pay to such Agent the commission it would have received had such sale been consummated and the Company and the Guarantor, jointly and severally, shall hold such Agent harmless against any other loss, claim or damage arising from or as a result of such default by the Company. Each purchase of Securities solicited by an Agent as agent shall be confirmed by such Agent and the Company in writing by facsimile transmission or otherwise at or about, or prior to, the Applicable Time. Such written confirmation shall identify the Disclosure Package applicable to such tranche of Securities. The Agents shall not have any obligation to purchase Securities from the Company as principal, but any Agent may agree from time to time to purchase Securities as principal. Any such purchase of Securities by an Agent as principal shall be made in accordance with Section 3(b) hereof.

Solicitations as Agent Purchases as Principal. In soliciting purchases of Securities Notes on behalf of the Company and in performing its other obligations hereunder (other than with respect to any purchase by an the Purchasing Agent as principal pursuant to a Terms Agreement), each the Purchasing Agent shall act solely as agent for the Company and not as principal. Each The Purchasing Agent shall make reasonable efforts to assist the Company in obtaining performance by each purchaser whose offer to purchase Securities Notes has been solicited by such the Purchasing Agent and accepted by the Company; provided, however, that such the Purchasing Agent shall not have any liability to the Company or the Guarantor in the event any such purchase is not consummated for any reason. If the Company shall default on its obligation to deliver Securities Notes to a purchaser whose offer it has accepted, the Company shall pay to such the Purchasing Agent the commission it would have received had such sale been consummated and the Company and the Guarantor, jointly and severally, shall hold such the Purchasing Agent harmless against any other loss, claim or damage arising from or as a result of such default by the Company. Each purchase of Securities solicited by an The Purchasing Agent as agent shall be confirmed by such Agent and the Company in writing by facsimile transmission or otherwise at or about, or prior to, the Applicable Time. Such written confirmation shall identify the Disclosure Package applicable to such tranche of Securities. The Agents shall not have any obligation to purchase Securities Notes from the Company as principal, but any the Purchasing Agent may agree from time to time to purchase Securities Notes as principal. Any such purchase of Securities Notes by an the Purchasing Agent as principal shall be made in accordance with Section 3(b) hereof.