Common use of Solicitations as Agent Clause in Contracts

Solicitations as Agent. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, each Agent agrees, as agent of the Company, to use its reasonable efforts to solicit offers to purchase the Securities upon the terms and conditions set forth in the Prospectus as it may be amended or supplemented. The Company reserves the right, in its sole discretion, to suspend, at any time, the solicitation of purchases of the Securities. Upon receipt of instructions from the Company, each Agent will forthwith suspend solicitation of purchases from the Company until such time as the Company has advised it that such solicitation may be resumed. As Agent, each of you is authorized to solicit orders for the Securities only in denominations of $1,000 or any amount in excess thereof which is an integral multiple of $1,000 at a purchase price equal to 100% of their principal amount. Each Agent shall communicate to the Company, orally or in writing, each reasonable offer to purchase Securities received by such Agent. The Company shall have the sole right to accept offers to purchase the Securities and may reject any such offer in whole or in part. Each Agent shall have the right to reject any offer to purchase the Securities received by it in whole or in part, and any such rejection shall not be deemed a breach of its agreement contained herein.

Solicitations as Agent. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, each Agent agrees, as agent of the Company, to use its reasonable efforts to solicit offers to purchase the Securities Notes and Warrants upon the terms and conditions set forth in the Prospectus as it may be amended or supplemented. The Company reserves the right, in its sole discretion, to suspend, at any time, the solicitation of purchases of the SecuritiesNotes and Warrants. Upon receipt of instructions from the Company, each Agent will forthwith suspend solicitation of purchases from the Company until such time as the Company has advised it that such solicitation may be resumed. The Company agrees to pay each Agent a commission, in the form of a discount, equal to the percentage of the principal amount of each Note sold by the Company (including upon exercise of a Warrant) as a result of a solicitation made by such Agent as set forth in Schedule A hereto. As Agent, each of you is authorized to solicit orders for the Securities Notes only in denominations of $1,000 or any amount in excess thereof which is an integral multiple of $1,000 at a purchase price equal to 100% of their principal amount. Each Agent shall communicate to the Company, orally or in writing, each reasonable offer to purchase Securities Notes and Warrants received by such Agent. The Company shall have the sole right to accept offers to purchase the Securities Notes and Warrants and may reject any such offer in whole or in part. Each Agent shall have the right to reject any offer to purchase the Securities Notes and Warrants received by it in whole or in part, and any such rejection shall not be deemed a breach of its agreement contained herein.

Solicitations as Agent. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, each Agent agrees, as agent of the Company, to use its reasonable efforts to solicit offers to purchase the Securities Notes and Warrants upon the terms and conditions set forth in the Prospectus as it may be amended or supplemented. The Company reserves the right, in its sole discretion, to suspend, at any time, the solicitation of purchases of the SecuritiesNotes and Warrants. Upon receipt of instructions from the Company, each Agent will forthwith suspend solicitation of purchases from the Company until such time as the Company has advised it that such solicitation may be resumed. The Company agrees to pay each Agent a commission, in the form of a discount, equal to the percentage of the principal amount of each Note sold by the Company (including upon exercise of a Warrant) as a result of a solicitation made by such Agent as set forth in Schedule A hereto. As Agent, each of you is authorized to solicit orders for the Securities Notes only in denominations of $1,000 100,000 or any amount in excess thereof which is an integral multiple of $1,000 at a purchase price equal to 100% of their principal amount. Each Agent shall communicate to the Company, orally or in writing, each reasonable offer to purchase Securities Notes and Warrants received by such Agent. The Company shall have the sole right to accept offers to purchase the Securities Notes and Warrants and may reject any such offer in whole or in part. Each Agent shall have the right to reject any offer to purchase the Securities Notes and Warrants received by it in whole or in part, and any such rejection shall not be deemed a breach of its agreement contained herein.

Solicitations as Agent. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, each Agent agrees, as an agent of the Company, to use its reasonable efforts to solicit offers to purchase the Securities Notes upon the terms and conditions set forth herein and in the Prospectus as it may be amended or supplementedProspectus. The Company reserves the right, in its sole discretion, to suspend, at any time, the suspend solicitation of purchases of the SecuritiesNotes through the Agents, as agents, commencing at any time for any period of time or permanently. Upon receipt of instructions from the CompanyCompany by the Agents, each Agent the Agents will forthwith suspend solicitation of purchases from the Company until such time as the Company has advised it the Agents that such solicitation may be resumed. As AgentThe Company agrees to pay each Agent a commission, in the form of a discount, equal to the applicable percentage of the principal amount of each Note sold by the Company as a result of you is authorized a solicitation made by such Agent as set forth in Schedule A hereto. To the extent permitted by Section l(a) hereof, the Agents may reallow all or any portion of the commission payable pursuant hereto to solicit orders dealers or purchasers in connection with the offer and sale of any Notes. The purchase price, interest rate or formula, maturity date and other terms of the Notes shall be agreed upon by the Company and the applicable Agent and set forth in a pricing supplement to the Prospectus to be prepared following each acceptance by the Company of an offer for the Securities only purchase of Notes. Except as may be otherwise provided in such pricing supplement to the Prospectus, the Notes will be issued in denominations of U.S. $1,000 or any larger amount in excess thereof which that is an integral multiple of U.S. $1,000 1,000. All Notes sold through an Agent as agent will be sold at a purchase price equal to 100% of their principal amount. Each Agent shall communicate amount unless otherwise agreed to by the Company, orally or in writing, each reasonable offer to purchase Securities received by Company and such Agent. The Company shall have the sole right to accept offers to purchase the Securities and may reject any such offer in whole or in part. Each Agent shall have the right to reject any offer to purchase the Securities received by it in whole or in part, and any such rejection shall not be deemed a breach of its agreement contained herein.

Solicitations as Agent. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, each Agent agreesDealer severally, and not jointly, agrees to use its best efforts, as agent of for the CompanyCorporation, to use its reasonable efforts to solicit offers to purchase the Securities Bonds upon the terms and conditions set forth in the Prospectus as Prospectus. The Corporation agrees that it will not sell, or solicit or accept offers to purchase, Bonds directly on its own behalf, and that it will sell Bonds only to or through the Dealers. Upon request, the Corporation will inform each Dealer of the remaining amount of Bonds which may be amended or supplementedsold pursuant to the Registration Statement. The Company Corporation reserves the right, in its sole discretion, to suspend, suspend solicitation of offers to purchase Bonds commencing at any time, the solicitation time for any period of purchases of the Securitiestime or permanently. Upon receipt of instructions from the CompanyCorporation, each Agent Dealer will forthwith suspend solicitation of purchases offers to purchase the Bonds from the Company Corporation until such time as advised by the Company has advised it Corporation that such solicitation may be resumed. As AgentEach Dealer, each of you in its capacity as agent for the Corporation, is authorized to solicit orders for offers to purchase the Securities only Bonds on the terms specified to such Dealer by the Corporation as provided in denominations of $1,000 or any amount the Procedures (as defined in excess thereof which is an integral multiple of $1,000 at a purchase price equal to 100% of their principal amountSection 2F). Each Agent Dealer shall communicate to the Company, orally or in writing, Corporation each reasonable offer to purchase Securities Bonds received by such Agentit as agent in the manner provided in the Procedures. The Company Each Dealer shall have the sole right right, in its discretion reasonably exercised, without notice to accept offers the Corporation, to purchase the Securities and may reject any such offer in whole or in part. Each Agent shall have the right to reject part any offer to purchase the Securities Bonds received by it in whole or in partit, and any such rejection shall not be deemed a breach of its agreement contained herein.

Solicitations as Agent. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, each Agent agrees, as agent of the Company, to use its reasonable commercial efforts to solicit offers to purchase the Securities Notes from time to time as requested by the Company upon the terms and conditions set forth herein and in the Prospectus as it Prospectus. The Agents may act separately or together in connection with any particular sale of Notes; however, the obligations of the Agents hereunder shall, in either case, be amended or supplementedseveral and not joint. The Company reserves the right, in its sole discretion, to suspend, at any time, the sell Notes itself or to suspend solicitation of purchases of the SecuritiesNotes through an Agent, as agent, commencing at any time for any period of time or permanently. Upon As soon as practicable upon receipt of instructions from the Company, each such Agent will forthwith suspend solicitation of purchases from the Company until such time as the Company has advised it such Agent that such solicitation may be resumed. As AgentThe Company agrees to pay the applicable Agent a commission, in the form of a discount if funds are advanced by such Agent on behalf of a purchaser, equal to the applicable percentage of the principal amount of each Note sold by the Company as a result of you is authorized a solicitation made by such Agent as set forth in Schedule A hereto. An Agent may reallow any portion of the commission payable pursuant hereto to solicit orders dealers or purchasers in connection with the offer and sale of any Notes. The purchase price, interest rate, maturity date and other terms of the Notes shall be agreed upon by the Company and the Agents and set forth in a pricing supplement to the Prospectus to be prepared following each acceptance by the Company of an offer for the Securities only in denominations purchase of $1,000 or any amount in excess thereof which is Notes. All Notes sold through an integral multiple of $1,000 Agent as agent will be sold at a purchase price equal to 100% of their principal amount. Each Agent shall communicate amount unless otherwise agreed to by the Company, orally or in writing, each reasonable offer to purchase Securities received by Company and such Agent. The Company shall have the sole right to accept offers to purchase the Securities and may reject any such offer in whole or in part. Each Agent shall have the right to reject any offer to purchase the Securities received by it in whole or in part, and any such rejection shall not be deemed a breach of its agreement contained herein.

Solicitations as Agent. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, each the Agent agrees, as an agent of the Company, to use its reasonable efforts to solicit offers to purchase the Securities Notes upon the terms and conditions set forth herein and in the Prospectus as it may be amended or supplementedProspectus. The Company reserves the right, in its sole discretion, to suspend, at any time, the suspend solicitation of purchases of the SecuritiesNotes through the Agent, as agent, commencing at any time for any period of time or permanently. Upon receipt of instructions from the Company, each the Agent will forthwith suspend solicitation of purchases from the Company until such time as the Company has advised it the Agent that such solicitation may be resumed. As AgentThe Company agrees to pay the Agent on the settlement date applicable to such Note a commission, in the form of a discount, equal to the applicable percentage of the principal amount of each Note sold by the Company as a result of you is authorized a solicitation made by the Agent as set forth in Schedule A hereto. The purchase price, interest rate, maturity date and other terms of the Notes shall be agreed upon by the Company and the Agent and set forth in a pricing supplement to solicit orders the Prospectus (a Pricing Supplement") to be prepared following each acceptance by the Company of an offer for the Securities only purchase of Notes. Except as may be otherwise provided in such a Pricing Supplement, the Notes will be issued in denominations of U.S. $1,000 or any larger amount in excess thereof which that is an integral multiple of U.S. $1,000 1,000. All Notes sold through the Agent as agent will be sold at a purchase price equal to 100% of their principal amount. Each Agent shall communicate amount unless otherwise agreed to by the Company, orally or in writing, each reasonable offer to purchase Securities received by such Company and the Agent. The Company shall have the sole right to accept offers to purchase the Securities and may reject any such offer in whole or in part. Each Agent shall have the right to reject any offer to purchase the Securities received by it in whole or in part, and any such rejection shall not be deemed a breach of its agreement contained herein.

Solicitations as Agent. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, each Agent individually agrees, as an agent of the Company, to use its reasonable best efforts to solicit offers to purchase the Securities Notes upon the terms and conditions set forth herein and in the Prospectus as it may be amended or supplementedProspectus. The Company reserves the right, in its sole discretion, to suspend, at any time, the suspend solicitation of purchases of the SecuritiesNotes through the Agents, as agents, commencing at any time for any period of time or permanently. Upon receipt of instructions from the Company, each Agent will forthwith suspend solicitation of purchases offers to purchase the Notes from the Company until such time as the Company has advised it the Agents that such solicitation may be resumed. As The Company agrees to pay each Agent, each of you is authorized to solicit orders as consideration for the Securities only sale of each Note resulting from a solicitation made or an offer to purchase received by it, a commission in the form of a discount from the purchase price of such Note in an amount and manner to be agreed to by the Company and such Agent, which amount may not exceed the percentage of the principal amount of such Note as set forth in Exhibit A hereto. The purchase price, interest rate or interest rate basis or formula, maturity date and other terms with respect to specific Notes shall be agreed upon by the Company and the applicable Agent and set forth in a pricing supplement to the Prospectus (a "Pricing Supplement") to be prepared following each acceptance by the Company of an offer for the purchase of Notes. Except as may be otherwise provided in such Pricing Supplement, the Notes will be issued in denominations of $1,000 or any amount in excess thereof which is and integral multiples thereof. All Notes sold through an integral multiple of $1,000 Agent as agent will be sold at a purchase price equal to 100% of their principal amount. Each Agent shall communicate amount unless otherwise agreed to by the Company, orally or in writing, each reasonable offer to purchase Securities received by Company and such Agent. The Company shall have the sole right to accept offers to purchase the Securities and may reject any such offer in whole or in part. Each Agent shall have the right to reject any offer to purchase the Securities received by it in whole or in part, and any such rejection shall not be deemed a breach of its agreement contained herein.

Solicitations as Agent. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, each Agent agreesyou agree to use your reasonable efforts, as agent of for the Company, to use its reasonable efforts to solicit offers to purchase the Securities upon the terms and conditions set forth in the Prospectus as it may be amended or supplementedProspectus. The Company reserves the right, in its sole discretion, to suspend, at any time, the suspend solicitation of purchases of the SecuritiesSecurities commencing at any time for any period of time or permanently. Upon receipt of instructions from the Company, each Agent you will forthwith suspend solicitation of purchases from the Company until such time as advised by the Company has advised it that such solicitation may be resumed. As AgentThe Company agrees to pay you a commission, in the form of a discount, equal to the percentage of the principal amount (in the case of Original Issue Discount Securities, the principal amount payable at the stated maturity thereof) of each Security sold by the Company as a result of you is a solicitation made or offer to purchase received by you, as agent for the Company, as set forth in Schedule A hereto. You, in your capacity as agent for the Company, are authorized to solicit orders for the Securities only in denominations of $1,000 or any amount in excess thereof which is an integral multiple of $1,000 at a purchase price equal with terms specified to 100% of their principal amountyou from time to time by the Company. Each Agent You shall communicate to the Company, orally or in writing, each reasonable offer to purchase Securities received by such Agentyou as agent that in your judgment should be considered by the Company. The Company shall have the sole right to accept offers to purchase the Securities and may reject any such offer in whole or in part. Each Agent You shall have the right to reject any offer to purchase the Securities received by it you in whole or in part, and any such rejection shall not be deemed a breach of its agreement contained herein.

Solicitations as Agent. On the basis of the representations and warranties herein contained, but and subject to the terms and conditions herein set forth, each Agent agrees, as agent of the Company, to use its reasonable efforts to solicit offers to purchase the Securities Notes upon the terms and conditions set forth in the Prospectus as it may be amended or supplemented. The Company reserves the right, in its sole discretion, to suspend, at any time, the solicitation of purchases of the SecuritiesNotes. Upon receipt of instructions from the Company, each Agent will forthwith suspend solicitation of purchases from the Company until such time as the Company has advised it that such solicitation may be resumed. The Company agrees to pay each Agent a commission, in the form of a discount, equal to the percentage of the principal amount of each Note sold by the Company as a result of a solicitation made by such Agent as set forth in Schedule I hereto. As Agent, unless otherwise provided in the Prospectus, each of you is authorized to solicit orders for the Securities Notes only in denominations of $1,000 or any amount in excess thereof which is an integral multiple of $1,000 at a purchase price equal to 100% of their principal amount. Each Agent shall communicate to the Company, orally or in writing, each reasonable offer to purchase Securities Notes received by such Agent. The Company shall have the sole right to accept offers to purchase the Securities Notes and may reject any such offer in whole or in part. Each Agent shall have the right to reject any offer to purchase the Securities Notes received by it in whole or in part, and any such rejection shall not be deemed a breach of its agreement contained herein.

Solicitations as Agent. On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, each Agent agrees, as agent of the Company, to you will use its your reasonable best efforts to solicit offers to purchase the Securities upon the terms and conditions set forth in the Prospectus as it may be then amended or supplemented; provided, however, that each of you hereby represents and agrees that you will not make any representations or use any information other than that set forth in the Prospectus as then amended or supplemented or solicit any offer to purchase the Securities other than by means of the Prospectus as then amended or supplemented. The Company reserves the right, in its sole discretion, to suspend, instruct each of you to suspend at any time, for any period of time or permanently, the solicitation solicitations of purchases of offers to purchase the Securities. Upon receipt of instructions notice from the Company, each Agent you will forthwith suspend solicitation solicitations of purchases offers to purchase Securities from the Company until such time as the Company has advised it you that such solicitation may be resumed. As AgentDuring the period of time that this Agreement is suspended the Company shall not be required to deliver any opinions or letters in accordance with Sections 3(i) and (j); provided, each however, that none of you is authorized shall be required to solicit orders for the Securities only in denominations of $1,000 or any amount in excess thereof which is an integral multiple of $1,000 at a purchase price equal to 100% of their principal amount. Each Agent shall communicate to the Company, orally or in writing, each reasonable offer resume soliciting offers to purchase Securities received until the Company has delivered such opinions or letters as requested by such Agentany of you if any of the events described in Sections 3(i) and (j) have occurred during the period of suspension. The Company shall have agrees to pay each Agent, as consideration for the sole right sale of any Securities resulting from a solicitation made by you, a commission in the form of a discount from the principal amount of each Security sold by the Company hereunder equal to accept offers the applicable amounts set forth in Schedule A attached hereto or such other amounts as may be agreed to purchase by the Securities Company and may reject any such offer in whole or in part. Each Agent shall have the right to reject any offer to purchase the Securities received by it in whole or in part, and any such rejection shall not be deemed a breach of its agreement contained hereinAgent.