Common use of Agreement Not to Offer or Sell Additional Securities Clause in Contracts

Agreement Not to Offer or Sell Additional Securities. During the period of 90 days following the date hereof, the Company will not, without the prior written consent of Banc of America Securities LLC (which consent may be withheld at the sole discretion of Banc of America Securities LLC), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open “put equivalent position” within the meaning of Rule 16a-1 under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act in respect of, any debt securities of the Company or securities exchangeable for or convertible into debt securities of the Company (other than as contemplated by this Agreement and to register the Exchange Securities).

Appears in 4 contracts

Samples: Purchase Agreement (Kemet Corp), Purchase Agreement (Sonic Automotive Inc), Purchase Agreement (Psychiatric Solutions Inc)

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Agreement Not to Offer or Sell Additional Securities. During the period of 90 60 days following the date hereof, the Company will not, without the prior written consent of Banc of America Securities LLC (which consent may be withheld at the sole discretion of Banc of America Securities LLC), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open “put equivalent position” within the meaning of Rule 16a-1 under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act in respect of, any debt securities of the Company or securities exchangeable for or convertible into debt securities of the Company (other than as contemplated by this Agreement and to register the Exchange Securities).

Appears in 3 contracts

Samples: Purchase Agreement (Mueller Water Products, Inc.), Purchase Agreement (Sandridge Energy Inc), Purchase Agreement (Mueller Water Products, Inc.)

Agreement Not to Offer or Sell Additional Securities. During the period of 90 days following the date hereofof the Offering Memorandum, the Company will not, without the prior written consent of Banc of America Securities LLC (which consent may be withheld at the sole discretion of Banc of America Securities LLC), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open "put equivalent position" within the meaning of Rule 16a-1 under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act in respect of, any debt securities of the Company or securities exchangeable for or convertible into debt securities of the Company (other than as contemplated by this Agreement and to register the Exchange Securities).

Appears in 1 contract

Samples: Purchase Agreement (Rayovac Corp)

Agreement Not to Offer or Sell Additional Securities. During the period of 90 180 days following the date hereof, none of the Company will notIssuers shall, without the prior written consent of Banc of America Securities LLC (which consent may be withheld at the sole discretion of Banc of America Securities LLC), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open “put equivalent position” within the meaning of Rule 16a-1 under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act in respect of, any debt securities of the Company any Issuer or securities exchangeable for or convertible into debt securities of the Company any Issuer (other than as contemplated by this Agreement and to register the Exchange Securities).

Appears in 1 contract

Samples: Purchase Agreement (COHOES FASHIONS of CRANSTON, Inc.)

Agreement Not to Offer or Sell Additional Securities. During the period of 90 60 days following the date hereof, the Company will not, without the prior written consent of Banc of America Securities LLC (which consent may be withheld at the sole discretion of Banc of America Securities LLC), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open “put equivalent position” within the meaning of Rule 16a-1 under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act in respect of, any debt securities of the Company or securities exchangeable for or convertible into debt securities of the Company (other than as contemplated by this Agreement and to register the Exchange SecuritiesAgreement).

Appears in 1 contract

Samples: Purchase Agreement (Arch Coal Inc)

Agreement Not to Offer or Sell Additional Securities. During the period of 90 180 days following the date hereofof the Final Offering Memorandum, the Company will not, without the prior written consent of Banc of America Securities LLC (which consent may be withheld at the sole discretion of Banc of America Securities LLC), directly or indirectly, issue, sell, offeroffer to sell, contract or grant any option to sell, pledge, transfer or establish an open “put equivalent position” within the meaning of Rule 16a-1 under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act in respect of, any debt securities of the Company or securities exchangeable for or convertible into debt securities of the Company (other than as contemplated by this Agreement and and, if applicable, to register the Exchange Securities).

Appears in 1 contract

Samples: Purchase Agreement (Texas Industries Inc)

Agreement Not to Offer or Sell Additional Securities. During the period of 90 days following the date hereofof the Offering Memorandum, the Company and Holdings will not, without the prior written consent of Banc of America Securities LLC (which consent may be withheld at the sole discretion of Banc of America Securities LLC), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open “put equivalent position” within the meaning of Rule 16a-1 under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act in respect of, any debt securities of the Company or Holdings or securities exchangeable for or convertible into debt securities of the Company or Holdings (other than as contemplated by this Agreement and to register the Exchange SecuritiesRegistration Rights Agreement).

Appears in 1 contract

Samples: Purchase Agreement (McP-MSC Acquisition, Inc.)

Agreement Not to Offer or Sell Additional Securities. During the period of 90 180 days following the date hereof, the Company Authority will not, without the prior written consent of Banc of America Securities LLC (which consent may be withheld at the sole discretion of Banc of America Securities LLC), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open "put equivalent position" within the meaning of Rule 16a-1 under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act in respect of, any debt securities of the Company Authority or securities exchangeable for or convertible into debt securities of the Company Authority (other than as contemplated by this Agreement and to register the Exchange SecuritiesAgreement).

Appears in 1 contract

Samples: Purchase Agreement (Lakes Entertainment Inc)

Agreement Not to Offer or Sell Additional Securities. During the period of 90 days following the date hereofof the Offering Memorandum, the Company will not, without the prior written consent of Banc of America Securities LLC (which consent may be withheld at the sole discretion of Banc of America Securities LLC), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open "put equivalent position" within the meaning of Rule 16a-1 16a 1 under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act in respect of, any debt securities of the Company or securities exchangeable for or convertible into debt securities of the Company (other than as contemplated by this Agreement and to register the Exchange Securities).

Appears in 1 contract

Samples: Rayovac Corp

Agreement Not to Offer or Sell Additional Securities. During the period of 90 180 days following the date hereofof the Offering Memorandum, the Company and each of the Guarantors will not, without the prior written consent of Banc of America Securities LLC (which consent may be withheld at the sole discretion of Banc of America Securities LLC), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open “put equivalent position” within the meaning of Rule 16a-1 under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act in respect of, any debt securities of the Company or securities exchangeable for or convertible into debt securities of the Company (other than as contemplated by this Agreement and to register the Exchange Securities).

Appears in 1 contract

Samples: Purchase Agreement (Speedway Motorsports Inc)

Agreement Not to Offer or Sell Additional Securities. During the period of 90 180 days following the date hereofof the Offering Memorandum, the Company will not, without the prior written consent of Banc of America Securities LLC (which consent may be withheld at the sole discretion of Banc of America Securities LLC), directly or indirectly, issue, sell, offeroffer to sell, contract or grant any option to sell, pledge, transfer or establish an open “put equivalent position” within the meaning of Rule 16a-1 under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act in respect of, any debt securities of the Company or securities exchangeable for or convertible into debt securities of the Company (other than as contemplated by this Agreement and to register the Exchange Securities).

Appears in 1 contract

Samples: Credit Agreement (Chaparral Steel CO)

Agreement Not to Offer or Sell Additional Securities. During the period of 90 days following the date hereofof the Offering Memorandum, the Company and its subsidiaries will not, without the prior written consent of Banc of America Securities LLC (which consent may be withheld at the sole discretion of Banc of America Securities LLC), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open “put equivalent position” within the meaning of Rule 16a-1 16a-1(h) under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act in respect of, any debt securities of the Company or securities exchangeable for or convertible into debt securities of the Company (other than as contemplated by this Agreement and the Operating Company Purchase Agreement and to register the Exchange SecuritiesNotes).

Appears in 1 contract

Samples: Purchase Agreement (Texas Market Tire, Inc.)

Agreement Not to Offer or Sell Additional Securities. During the period of 90 180 days following the date hereof, the Company will not, without the prior written consent of Banc of America Securities LLC and UBS Securities LLC (which consent may be withheld at the sole discretion of Banc of America Securities LLC and UBS Securities LLC), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open “put equivalent position” within the meaning of Rule 16a-1 under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act in respect of, any debt securities of the Company or securities exchangeable for or convertible into debt securities of the Company (other than as contemplated by this Agreement and to register the Exchange Securities).

Appears in 1 contract

Samples: Purchase Agreement (iPCS, INC)

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Agreement Not to Offer or Sell Additional Securities. During the period of 90 120 days following the date hereof, the Company will not, without the prior written consent of Banc of America Securities LLC (which consent may be withheld at the sole discretion of Banc of America Securities LLC), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open “put equivalent position” within the meaning of Rule 16a-1 under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act in respect of, any debt securities of the Company Company, or securities exchangeable for or convertible into debt any securities of the Company convertible or exchangeable for debt securities (other than as contemplated by this Agreement and to register the Exchange Securities).

Appears in 1 contract

Samples: Purchase Agreement (Steel Dynamics Inc)

Agreement Not to Offer or Sell Additional Securities. During the period of 90 30 days following the date hereof, the Company will not, without the prior written consent of Banc of America Securities LLC (which consent may be withheld at the sole discretion of Banc of America Securities LLC), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open "put equivalent position" within the meaning of Rule 16a-1 under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act in respect of, any debt securities of the Company or securities exchangeable for or convertible into debt securities of the Company (other than as contemplated by this Agreement and to register the Exchange Securities).

Appears in 1 contract

Samples: Purchase Agreement (Silgan Holdings Inc)

Agreement Not to Offer or Sell Additional Securities. During the period of 90 30 days following the date hereof, the Company will not, without the prior written consent of Banc of America Securities LLC (which consent may be withheld at the sole discretion of Banc of America Securities LLC), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open “put equivalent position” within the meaning of Rule 16a-1 under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act in respect of, any debt securities of the Company or securities exchangeable for or convertible into debt securities of the Company (other than as contemplated by this Agreement and to register the Exchange Securities).

Appears in 1 contract

Samples: Purchase Agreement (Graphic Packaging Holding Co)

Agreement Not to Offer or Sell Additional Securities. During the period of 90 days following the date hereof, the Company will not, without the prior written consent of Banc of America Securities LLC (which consent may be withheld at the sole discretion of Banc of America Securities LLC), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open “put equivalent position” within the meaning of Rule 16a-1 under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act in respect of, any debt securities of the Company or securities exchangeable for or convertible into debt securities of the Company (other than as contemplated by this Agreement and to register the Exchange SecuritiesSecurities and other than borrowings under the Credit Facility).

Appears in 1 contract

Samples: Purchase Agreement (Pioneer Drilling Co)

Agreement Not to Offer or Sell Additional Securities. During the period of 90 180 days following the date hereof, the Company will not, without the prior written consent of Banc of America Securities LLC (which consent may be withheld at the sole discretion of Banc of America Securities LLC), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open “put equivalent position” within the meaning of Rule 16a-1 under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act in respect of, any debt securities of the Company or securities exchangeable for or convertible into debt securities of the Company (other than as contemplated by this Agreement and to register the Exchange Securities).

Appears in 1 contract

Samples: Purchase Agreement (Mantech International Corp)

Agreement Not to Offer or Sell Additional Securities. During the period of 90 180 days following the date hereofof the Offering Memorandum, the Company will not, without the prior written consent of Banc of America Securities LLC (which consent may be withheld at the sole discretion of Banc of America Securities LLC), directly or indirectly, sell, offer, contract or grant any option to sell, pledge, transfer or establish an open “put equivalent position” within the meaning of Rule 16a-1 under the Exchange Act, Act or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act in respect of, any debt securities of the Company or securities exchangeable for or convertible into debt securities of the Company substantially similar to the Securities (other than as contemplated by this Agreement and to register the Exchange Securities).

Appears in 1 contract

Samples: Purchase Agreement (California Steel Industries Inc)

Agreement Not to Offer or Sell Additional Securities. During the period of 90 180 days following the date hereofof the Offering Memorandum, the Company will not, without the prior written consent of Banc of America UBS Securities LLC (which consent may be withheld at the sole discretion of Banc of America UBS Securities LLC), directly or indirectly, issue, sell, offeroffer to sell, contract or grant any option to sell, pledge, transfer or establish an open “put equivalent position” within the meaning of Rule 16a-1 under the Exchange Act, or otherwise dispose of or transfer, or announce the offering of, or file any registration statement under the Securities Act in respect of, any debt securities of the Company or securities exchangeable for or convertible into debt securities of the Company (other than as contemplated by this Agreement and to register the Exchange Securities).

Appears in 1 contract

Samples: Texas Industries Inc

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