Common use of Amendments and Supplements to Offering Circulars Clause in Contracts

Amendments and Supplements to Offering Circulars. The Company and the Guarantors will promptly advise the Representative of any proposal to amend or supplement the Preliminary or Final Offering Circular and will not effect such amendment or supplementation without the Representative’s consent. If, at any time prior to the completion of the resale of the Offered Securities by the Purchasers, there occurs an event or development as a result of which any document included in the Preliminary or Final Offering Circular, the General Disclosure Package or any Supplemental Marketing Material, if republished immediately following such event or development, included or would include an untrue statement of a material fact or omitted or would omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, the Company and the Guarantors promptly will notify Credit Suisse of such event and promptly will prepare and furnish, at its own expense, to the Purchasers and the dealers and to any other dealers at the request of the Representative, an amendment or supplement which will correct such statement or omission. Neither Credit Suisse’s consent to, nor the Purchasers’ delivery to offerees or investors of, any such amendment or supplement shall constitute a waiver of any of the conditions set forth in Section 7.

Appears in 3 contracts

Samples: Purchase Agreement (Terremark Worldwide Inc.), Purchase Agreement (Terremark Worldwide Inc.), Purchase Agreement (Terremark Worldwide Inc.)

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Amendments and Supplements to Offering Circulars. The Company and the Guarantors Hovnanian will promptly advise the Representative Representatives of any proposal to amend or supplement the Preliminary or Final Offering Circular and will not effect such amendment or supplementation without the Representative’s consentRepresentatives’ consent (such consent not to be unreasonably withheld). If, at any time prior to the completion of the resale of the Offered Securities and Guarantees by the Purchasers, there occurs an event or development as a result of which any document included in the Preliminary or Final Offering Circular, the General Disclosure Package or any Supplemental Marketing Material, if republished immediately following such event or development, included or would include an untrue statement of a material fact or omitted or would omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, the Company and the Guarantors Hovnanian promptly will notify Credit Suisse the Representatives of such event and promptly will prepare and furnish, at its their own expense, to the Purchasers and the dealers and to any other dealers at the request of the RepresentativeRepresentatives, an amendment or supplement which will correct such statement or omission. Neither Credit Suisse’s the Representatives’ consent to, nor the Purchasers’ Purchasers delivery to offerees or investors of, any such amendment or supplement shall constitute a waiver of any of the conditions set forth in Section 7.

Appears in 2 contracts

Samples: Purchase Agreement (Hovnanian Enterprises Inc), Purchase Agreement (Hovnanian Enterprises Inc)

Amendments and Supplements to Offering Circulars. The Company and the Guarantors will promptly advise the Representative of any proposal to amend or supplement the Preliminary or Final Offering Circular and will not effect such amendment or supplementation without the Representative’s consent. If, at any time prior to the completion of the resale of the Offered Securities by the Purchasers, there occurs an event or development as a result of which any document included in the Preliminary or Final Offering Circular, the General Disclosure Package or any Supplemental Marketing Material, if republished immediately following such event or development, included or would include an untrue statement of a material fact or omitted or would omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, the Company and the Guarantors promptly will notify Credit Suisse the Representative of such event and promptly will prepare and furnish, at its own expense, to the Purchasers and the dealers and to any other dealers at the request of the Representative, an amendment or supplement which will correct such statement or omission. Neither Credit Suissethe Representative’s consent to, nor the Purchasers’ its delivery to offerees or investors of, any such amendment or supplement shall constitute a waiver of any of the conditions set forth in Section 7.

Appears in 2 contracts

Samples: Purchase Agreement (Gulfmark Offshore Inc), Purchase Agreement (Gulfmark Offshore Inc)

Amendments and Supplements to Offering Circulars. The Company and the Guarantors will promptly advise the Representative Representatives of any proposal to amend or supplement the Preliminary or Final Offering Circular and will not effect such amendment or supplementation without the Representative’s Representatives’ consent. If, at any time prior to the completion of the resale of the Offered Securities by the Purchasers, there occurs an event or development as a result of which any document included in the Preliminary or Final Offering Circular, the General Disclosure Package or any Supplemental Marketing Material, if republished immediately following such event or development, included or would include an untrue statement of a material fact or omitted or would omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, the Company and the Guarantors promptly will notify Credit Suisse the Representatives of such event and promptly will prepare and furnish, at its own expense, to the Purchasers and the dealers and to any other dealers at the request of the RepresentativeRepresentatives, an amendment or supplement which will correct such statement or omission. Neither Credit Suisse’s the Representatives’ consent to, nor the Purchasers’ delivery to offerees or investors of, any such amendment or supplement shall constitute a waiver of any of the conditions set forth in Section 7.

Appears in 2 contracts

Samples: Purchase Agreement (Epl Oil & Gas, Inc.), Purchase Agreement (GMX Resources Inc)

Amendments and Supplements to Offering Circulars. The Company and the Guarantors Guarantor will promptly advise the Representative Representatives of any proposal to amend or supplement the Preliminary or Final Offering Circular and will not effect such amendment or supplementation without the Representative’s Representatives’ consent. If, at any time prior to the completion of the resale of the Offered Securities by the Purchasers, there occurs an event or development as a result of which any document included in the Preliminary or Final Offering Circular, the General Disclosure Package or any Supplemental Marketing Material, if republished immediately following such event or development, included or would include an untrue statement of a material fact or omitted or would omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, the Company and the Guarantors Guarantor promptly will notify Credit Suisse the Representatives of such event and promptly will prepare and furnish, at its own expense, to the Purchasers and the dealers and to any other dealers at the request of the RepresentativeRepresentatives, an amendment or supplement which will correct such statement or omission. Neither Credit Suisse’s the Representatives’ consent to, nor the Purchasers’ delivery to offerees or investors of, any such amendment or supplement shall constitute a waiver of any of the conditions set forth in Section 7.

Appears in 2 contracts

Samples: Purchase Agreement (Kodiak Oil & Gas Corp), Purchase Agreement (Kodiak Oil & Gas Corp)

Amendments and Supplements to Offering Circulars. The Company and the Guarantors will promptly advise the Representative of any proposal to amend or supplement the Preliminary or Final Offering Circular and will not effect such amendment or supplementation without the Representative’s consent. If, at any time prior to the completion of the resale of the Offered Securities by the Purchasers, there occurs an event or development as a result of which any document included in the Preliminary or Final Offering Circular, the General Disclosure Package or any Supplemental Marketing Material, if republished immediately following such event or development, included or would include an untrue statement of a material fact or omitted or would omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, the Company and the Guarantors promptly will notify Credit Suisse the Representative of such event and promptly will prepare and furnish, at its own expense, to the Purchasers and the dealers and to any other dealers at the request of the Representative, an amendment or supplement which will correct such statement or omission. Neither Credit Suissethe Representative’s consent to, nor the Purchasers’ delivery to offerees or investors of, any such amendment or supplement shall constitute a waiver of any of the conditions set forth in Section 7.

Appears in 1 contract

Samples: Purchase Agreement (Kodiak Oil & Gas Corp)

Amendments and Supplements to Offering Circulars. The Company and the Guarantors will promptly advise the Representative Representatives of any proposal to amend or supplement the Preliminary Offering Circular or the Final Offering Circular and will not effect such amendment or supplementation without the Representative’s Representatives’ consent. If, at any time prior to the completion of the resale of the Offered Securities by the Purchasers, there occurs an event or development as a result of which any document included in the Preliminary Offering Circular or the Final Offering Circular, the General Disclosure Package or any Supplemental Marketing Material, if republished immediately following such event or development, included or would include an untrue statement of a material fact or omitted or would omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, the Company and the Guarantors promptly will notify Credit Suisse the Representatives of such event and promptly will prepare and furnish, at its their own expense, to the Purchasers and the dealers and to any other dealers at the request of the RepresentativeRepresentatives, an amendment or supplement which will correct such statement or omission. Neither Credit Suisse’s the Representatives’ consent to, nor the Purchasers’ delivery to offerees or investors of, any such amendment or supplement shall constitute a waiver of any of the conditions set forth in Section 77 hereof.

Appears in 1 contract

Samples: Purchase Agreement (Oil States International, Inc)

Amendments and Supplements to Offering Circulars. The Company and the Guarantors will promptly advise the Representative Representatives of any proposal to amend or supplement the Preliminary or Final Offering Circular and will not effect such amendment or supplementation without the Representative’s Representatives’ consent. If, at any time prior to the completion of the resale of the Offered Securities by the Purchasers, there occurs an event or development as a result of which any document included in the Preliminary or Final Offering Circular, the General Disclosure Package or any Supplemental Marketing Material, if republished immediately following such event or development, included or would include an untrue statement of a material fact or omitted or would omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, or if it is necessary at any such time to amend or supplement the Preliminary or Final Offering Circular, the General Disclosure Package or any Supplemental Marketing Material to comply with any applicable law, the Company and the Guarantors promptly will notify Credit Suisse the Representatives of such event and promptly will prepare and furnish, at its own expense, to the Purchasers and the dealers and to any other dealers at the request of the RepresentativeRepresentatives, an amendment or supplement which will correct such statement or omission. Neither Credit Suisse’s the Representatives’ consent to, nor the Purchasers’ their delivery to offerees or investors of, any such amendment or supplement shall constitute a waiver of any of the conditions set forth in Section 7.

Appears in 1 contract

Samples: Purchase Agreement (Atp Oil & Gas Corp)

Amendments and Supplements to Offering Circulars. The Company and the Guarantors will promptly advise the Representative of any proposal to amend or supplement the Preliminary or Final Offering Circular and will not effect such amendment or supplementation without the Representative’s consent, which consent shall not be unreasonably withheld or delayed. If, at any time prior to the completion of the resale of the Offered Securities by the Purchasers, there occurs an event or development as a result of which any document included in the Preliminary or Final Offering Circular, the General Disclosure Package or Package, any Supplemental Marketing MaterialMaterial or any General Solicitation Communication, if republished immediately following such event or development, included or would include an untrue statement of a material fact or omitted or would omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, the Company and the Guarantors promptly will notify Credit Suisse the Representative of such event and promptly will prepare and furnish, at its own expense, to the Purchasers and the dealers and to any other dealers at the request of the Representative, an amendment or supplement which will correct such statement or omission. Neither Credit Suissethe Representative’s consent to, nor the Purchasers’ delivery to offerees or investors of, any such amendment or supplement shall constitute a waiver of any of the conditions set forth in Section 7.

Appears in 1 contract

Samples: Purchase Agreement (Diamond Foods Inc)

Amendments and Supplements to Offering Circulars. The Company and the Guarantors will promptly advise the Representative Purchasers of any proposal to amend or supplement the Preliminary or Final Offering Circular and will not effect such amendment or supplementation without the Representative’s Purchasers’ consent, which consent shall not be unreasonably withheld or delayed. If, at any time prior to the completion of the resale of the Offered Securities by the Purchasers, there occurs an event or development as a result of which any document included in the Preliminary or Final Offering Circular, the General Disclosure Package or any Supplemental Marketing Material, if republished immediately following such event or development, included or would include an untrue statement of a material fact or omitted or would omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, the Company and the Guarantors promptly will notify Credit Suisse the Purchasers of such event and promptly will prepare and furnish, at its own expense, to the Purchasers and the dealers and to any other dealers at the reasonable request of the RepresentativePurchasers, an amendment or supplement which that will correct such statement or omission. Neither Credit Suisse’s the Purchasers’ consent to, nor the Purchasers’ their delivery to offerees or investors of, any such amendment or supplement shall constitute a waiver of any of the conditions set forth in Section 7.

Appears in 1 contract

Samples: Purchase Agreement (Ducommun Inc /De/)

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Amendments and Supplements to Offering Circulars. The Company and the Guarantors will promptly advise the Representative Representatives of any proposal to amend or supplement the Preliminary or Final Offering Circular and will not effect such amendment or supplementation without the Representative’s Representatives’ consent. If, at any time prior to the completion of the resale of the Offered Securities by the Purchasers, there occurs an event or development as a result of which any document included in the Preliminary or Final Offering Circular, the General Disclosure Package or any Supplemental Marketing Material, if republished immediately following such event or development, included or would include an untrue statement of a material fact or omitted or would omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, the Company and the Guarantors promptly will notify Credit Suisse the Representatives of such event and promptly will prepare and furnish, at its own expense, to the Purchasers and the dealers and to any other dealers at the request of the RepresentativeRepresentatives, an amendment or supplement which will correct such statement or omission. Neither Credit Suisse’s the Representatives’ consent to, nor the Purchasers’ its delivery to offerees or investors of, any such amendment or supplement shall constitute a waiver of any of the conditions set forth in Section 7.

Appears in 1 contract

Samples: Purchase Agreement (Brigham Exploration Co)

Amendments and Supplements to Offering Circulars. The Company and the Guarantors will promptly advise the Representative Purchaser of any proposal to amend or supplement the Preliminary or Final Offering Circular and will not effect such amendment or supplementation without the Representative’s Purchaser's consent, which consent shall not be unreasonably withheld or delayed. If, at any time prior to the completion of the resale of the Offered Securities by the PurchasersPurchaser, there occurs an event or development as a result of which any document included in the Preliminary or Final Offering Circular, the General Disclosure Package or any Supplemental Marketing Material, if republished immediately following such event or development, included or would include an untrue statement of a material fact or omitted or would omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, the Company and the Guarantors promptly will notify Credit Suisse the Purchaser of such event and promptly will prepare and furnish, at its own expense, to the Purchasers Purchaser and the dealers and to any other dealers at the request of the RepresentativePurchaser, an amendment or supplement which will correct such statement or omission. Neither Credit Suisse’s the Purchaser's consent to, nor the Purchasers’ its delivery to offerees or investors of, any such amendment or supplement shall constitute a waiver of any of the conditions set forth in Section 7.

Appears in 1 contract

Samples: Purchase Agreement (Innophos Holdings, Inc.)

Amendments and Supplements to Offering Circulars. The Company and the Guarantors will promptly advise the Representative Representatives as promptly as practicable of any proposal to amend or supplement the Preliminary or Final Offering Circular and will not effect such amendment or supplementation without the Representative’s Representatives’ consent. If, at any time prior to the completion of the resale of the Offered Securities by the Purchasers, there occurs an event or development as a result of which any document included in the Preliminary or Final Offering Circular, the General Disclosure Package or any Supplemental Marketing Material, if republished immediately following such event or development, included or would include an untrue statement of a material fact or omitted or would omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, the Company and the Guarantors promptly will notify Credit Suisse the Representatives as promptly as practicable of such event and as promptly as practicable will prepare and furnish, at its own expense, to the Purchasers and the dealers and to any other dealers at the reasonable request of the RepresentativeRepresentatives, an amendment or supplement which will correct such statement or omission. Neither Credit Suisse’s the Representatives’ consent to, nor the Purchasers’ delivery to offerees or investors of, any such amendment or supplement shall constitute a waiver of any of the conditions set forth in Section 7.

Appears in 1 contract

Samples: Purchase Agreement (Community Health Systems Inc)

Amendments and Supplements to Offering Circulars. The Company and the Guarantors will promptly advise the Representative Representatives of any proposal to amend or supplement the Preliminary or Final Offering Circular after their respective dates and will not effect such amendment or supplementation without the Representative’s Representatives’ consent, which consent shall not be unreasonably delayed or withheld. If, at any time prior to the completion of the resale of the Offered Securities by the Purchasers, there occurs an event or development as a result of which any document included in the Preliminary or Final Offering Circular, the General Disclosure Package or any Supplemental Marketing Material, if republished immediately following such event or development, included or would include an untrue statement of a material fact or omitted or would omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, the Company and the Guarantors promptly will notify Credit Suisse the Representatives of such event and promptly will prepare and furnish, at its own expense, to the Purchasers and the dealers and to any other dealers at the request of the RepresentativeRepresentatives, an amendment or supplement which will correct such statement or omission. Neither Credit Suisse’s the Representatives’ consent to, nor the Purchasers’ delivery to offerees or investors of, any such amendment or supplement shall constitute a waiver of any of the conditions set forth in Section 7.

Appears in 1 contract

Samples: Purchase Agreement (Harbinger Group Inc.)

Amendments and Supplements to Offering Circulars. The Company and the Guarantors will promptly advise the Representative Representatives of any proposal to amend or supplement the Preliminary or Final Offering Circular and will not effect such amendment or supplementation without the Representative’s Representatives’ consent. If, at any time prior to the completion of the resale of the Offered Securities by the Purchasers, there occurs an event or development as a result of which any document included in the Preliminary or Final Offering Circular, the General Disclosure Package or any Supplemental Marketing Material, if republished immediately following such event or development, included or would include an untrue statement of a material fact or omitted or would omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, the Company and the Guarantors promptly will notify Credit Suisse of such event and promptly will prepare and furnish, at its own expense, to the Purchasers and the dealers and to any other dealers at the request of the RepresentativeRepresentatives, an amendment or supplement which will correct such statement or omission. Neither Credit Suisse’s consent to, nor the Purchasers’ delivery to offerees or investors of, any such amendment or supplement shall constitute a waiver of any of the conditions set forth in Section 7.

Appears in 1 contract

Samples: Purchase Agreement (Rudolph Technologies Inc)

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