Partial Unenforceability. The invalidity or unenforceability of any Section, paragraph or provision of this Agreement shall not affect the validity or enforceability of any other Section, paragraph or provision hereof. If any Section, paragraph or provision of this Agreement is for any reason determined to be invalid or unenforceable, there shall be deemed to be made such minor changes (and only such minor changes) as are necessary to make it valid and enforceable.
Partial Unenforceability. If any section, paragraph, clause or provision of this Agreement is for any reason determined to be invalid or unenforceable, such determination shall not affect the validity or enforceability of any other section, paragraph clause or provision hereof.
Partial Unenforceability. The invalidity or unenforceability of any section, paragraph or provision of this Agreement shall not affect the validity or enforceability of any other section, paragraph or provision hereof. If any Section, paragraph or provision of this Agreement is for any reason determined to be invalid or unenforceable, there shall be deemed to be made such minor changes (and only such minor changes) as are necessary to make it valid and enforceable. In acknowledgment that the foregoing correctly sets forth the understanding reached by Dxxxxx and the Company, and intending to be legally bound, please sign in the space provided below, whereupon this letter shall constitute a binding Agreement as of the date executed. Very truly yours, InspireMD, Inc. By: Name: Title: Agreed and accepted as of the date first above written. DXXXXX XXXXX SECURITIES, INC. By: Name: Rxxxxx X. Xxxxxx, Xx. Title: Chief Executive Officer SCHEDULE I Issuer General Use Free Writing Prospectuses None.
Partial Unenforceability. The invalidity or unenforceability of any section, paragraph or provision of this Agreement shall not affect the validity or enforceability of any other section, paragraph or provision hereof. If a section, paragraph or provision of this Agreement is for any reason determined to be invalid or unenforceable, there shall be deemed to be made such minor changes (and only such minor changes) as are necessary to make it valid and enforceable. [Signature Pages Follow.] If the foregoing is in accordance with your understanding of our agreement, please sign and return to the Company a counterpart hereof, whereupon this instrument, along with all counterparts, will become a binding agreement among the Underwriter, the Company and the Operating Partnerships in accordance with its terms. Very truly yours, LEXINGTON REALTY TRUST By: /s/ Xxxxxx X. Xxxxxxxxx Name: Xxxxxx X. Xxxxxxxxx Title: Executive Vice President LEPERCQ CORPORATE INCOME FUND L.P. By: Lex GP-1 Trust, its General Partner By: /s/ Xxxxxx X. Xxxxxxxxx Name: Xxxxxx X. Xxxxxxxxx Title: Vice President LEQERCQ CORPORATE INCOME FUND II L.P. By: Lex GP-1 Trust, its General Partner By: /s/ Xxxxxx X. Xxxxxxxxx Name: Xxxxxx X. Xxxxxxxxx Title: Vice President NET 3 ACQUISITION L.P. By: Lex GP-1 Trust, its General Partner By: /s/ Xxxxxx X. Xxxxxxxxx Name: Xxxxxx X. Xxxxxxxxx Title: Vice President CONFIRMED AND ACCEPTED, as of the date first above written: XXXXX FARGO SECURITIES, LLC By /s/ Xxxxx Xxxxxx Authorized Signatory Xxxxx Xxxxxx Director Schedule I Issuer General Use Free Writing Prospectuses None Schedule II Oral Pricing Information
Partial Unenforceability. 25 SECTION 16.
Partial Unenforceability. The invalidity or unenforceability of any section, paragraph or provision of this Agreement shall not affect the validity or enforceability of any other section, paragraph or provision hereof. If any section, paragraph or provision of this Agreement is for any reason determined to be invalid or unenforceable, there shall be deemed to be made such minor changes (and only such minor changes) as are necessary to make it valid and enforceable. If the foregoing is in accordance with your understanding, please indicate your acceptance of this Agreement by signing in the space provided below. Very truly yours, By AVIS BUDGET CAR RENTAL, LLC /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Vice President and Treasurer By AVIS BUDGET FINANCE, INC. /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Vice President and Treasurer By AVIS BUDGET GROUP, INC. /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Vice President and Treasurer By AVIS BUDGET HOLDINGS, LLC. /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Vice President and Treasurer By AB CAR RENTAL SERVICES, INC.ARACS LLCAVIS ASIA AND PACIFIC, LLCAVIS CAR RENTAL GROUP, LLCAVIS CARIBBEAN, LIMITEDAVIS ENTERPRISES, INC.AVIS GROUP HOLDINGS, LLCAVIS INTERNATIONAL, LTD.AVIS OPERATIONS, LLCAVIS RENT A CAR SYSTEM, LLCPF CLAIMS MANAGEMENT, XXX.XX HOLDCO, INC.WIZARD CO., INC. /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Vice President and Treasurer By BGI LEASING, INC.BUDGET RENT A CAR SYSTEM, INC.BUDGET RENT A CAR LICENSOR, LLCBUDGET TRUCK RENTAL LLCRUNABOUT, LLCWIZARD SERVICES, INC.ZIPCAR,INC. /s/ Xxxxx X. Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Vice President and Treasurer The foregoing Agreement is hereby confirmed and accepted by the Initial Purchasers as of the date first written above. By XXXXXX XXXXXXX & CO. LLCFor itself and on behalf of theseveral Initial Purchasers listedin Schedule 1 hereto. /s/ Xxxxxxxx Xxxxx Authorized Signatory
Partial Unenforceability. The invalidity or unenforceability of any section, paragraph or provision of this Agreement shall not affect the validity or enforceability of any other section, paragraph or provision hereof. If a section, paragraph or provision of this Agreement is for any reason determined to be invalid or unenforceable, there shall be deemed to be made such minor changes (and only such minor changes) as are necessary to make it valid and enforceable. If the foregoing is in accordance with your understanding of our agreement, please sign and return to the Company a counterpart hereof, whereupon this instrument, along with all counterparts, will become a binding agreement among the Underwriters, the Company and the Operating Partnerships in accordance with its terms. Very truly yours, LEXINGTON REALTY TRUST By: /s/ Jxxxxx X. Xxxxxxxxx Name: Jxxxxx X. Xxxxxxxxx Title: Executive Vice President LEPERCQ CORPORATE INCOME FUND L.P. By: Lex GP-1 Trust, its General Partner By: /s/ Jxxxxx X. Xxxxxxxxx Name: Jxxxxx X. Xxxxxxxxx Title: Vice President LEPERCQ CORPORATE INCOME FUND II L.P. By: Lex GP-1 Trust, its General Partner By: /s/ Jxxxxx X. Xxxxxxxxx Name: Jxxxxx X. Xxxxxxxxx Title: Vice President CONFIRMED AND ACCEPTED, as of the date first above written: For itself and as Representative of the several Underwriters listed on Schedule I hereto: MXXXXXX LYNCH, PIERCE, FXXXXX & SXXXX INCORPORATED By /s/ Jxxxxxx Xxxxxxxx Name: Jxxxxxx Xxxxxxxx Title: Managing Director WXXXX FARGO SECURITIES, LLC By /s/ Dxxxx Xxxxxx Name: Dxxxx Xxxxxx Title: Director JXXXXXXXX LLC By /s/ Mxxxxxx X. Xxxxxxx Name: Mxxxxxx X. Xxxxxxx Title: Managing Director – Equity Capital Markets BARCLAYS CAPITAL INC. By /s/ Vxxxxxxx Xxxx Name: Vxxxxxxx Xxxx Title: Vice President Schedule I Underwriter Total Number of Initial Securities to be Purchased Number of Option Securities to be Purchased if Option is Fully Exercised Mxxxxxx Lynch, Pierce, Fxxxxx & Sxxxx Incorporated 5,400,000 810,000 Wxxxx Fargo Securities, LLC 5,400,000 810,000 Jxxxxxxxx LLC 3,200,000 480,000 Barclays Capital Inc. 2,400,000 360,000 J.X. Xxxxxx Securities LLC 1,800,000 270,000 KeyBanc Capital Markets Inc. 1,800,000 270,000 Total 20,000,000 3,000,000 Schedule II Issuer General Use Free Writing Prospectuses None II-1 Schedule III Oral Pricing Information that will be conveyed to Purchasers of Common Shares in this Offering
Partial Unenforceability. The invalidity or unenforceability of any section, paragraph or provision of this Agreement shall not affect the validity or enforceability of any other section, paragraph or provision hereof. If any Section, paragraph or provision of this Agreement is for any reason determined to be invalid or unenforceable, there shall be deemed to be made such minor changes (and only such minor changes) as are necessary to make it valid and enforceable. In acknowledgment that the foregoing correctly sets forth the understanding reached by FT Global and the Company, and intending to be legally bound, please sign in the space provided below, whereupon this letter shall constitute a binding Agreement as of the date executed. Very truly yours, MingZhu Logistics Holdings Limited By: Name: Title: Confirmed as of the date first written above: FT GLOBAL CAPITAL, INC. By: Name: Xxxxxxx Xx Title: President SCHEDULE I Issuer General Use Free Writing Prospectuses None. Exhibit A Lock-Up Agreement _________________, 2021 FT Global Capital, Inc. 0 Xxxxxxxxx Xxxxxxx, Xxxxx 0000 Xxxxxxx, XX, 00000 Attention: President Ladies and Gentlemen: The undersigned understands that FT Global Capital, Inc. (the “Placement Agent”) proposes to enter into a Placement Agency Agreement (the “Agreement”) with MingZhu Logistics Holdings Limited, a Cayman Islands company (the “Company”), providing for the public offering (the “Public Offering”) of securities of the Company, including Ordinary Shares (the “Shares”) of the Company (the “Ordinary Shares”). To induce the Placement Agent to continue its efforts in connection with the Public Offering, the undersigned hereby agrees that, without the prior written consent of the Placement Agent, the undersigned will not, during the period commencing on the date hereof and ending 90 days after the date of the final prospectus (the “Prospectus”) relating to the Public Offering (the “Lock-Up Period”), (1) offer, pledge, sell, contract to sell, grant, lend, or otherwise transfer or dispose of, directly or indirectly, any Ordinary Shares, any securities convertible into or exercisable or exchangeable for Ordinary Shares, whether now owned or hereafter acquired by the undersigned or with respect to which the undersigned has or hereafter acquires the power of disposition (collectively, the “Lock-Up Securities”); (2) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of the Lock-Up Secur...
Partial Unenforceability. The invalidity or unenforceability of any section, paragraph, clause or provision of this Agreement shall not affect the validity or enforceability of any other section, paragraph, clause or provision. Upon such determination that any term or other provision is invalid, illegal or unenforceable, the parties hereto shall negotiate in good faith to modify this Agreement so as to effect the original intent of the parties as closely as possible in a mutually acceptable manner.
Partial Unenforceability. If any term, provision, covenant or restriction of this Agreement is held by a court of competent jurisdiction to be invalid, illegal, void or unenforceable, the remainder of the terms, provisions, covenants and restrictions set forth herein shall remain in full force and effect and shall in no way be affected, impaired or invalidated, and the parties hereto shall use their reasonable best efforts to find and employ an alternative means to achieve the same or substantially the same result as that contemplated by such term, provision, covenant or restriction.
