Covenant of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission pursuant to Rule 433(d) under the Securities Act a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not, but for such actions, be required to be filed by the Company under Rule 433(d).
Appears in 27 contracts
Samples: Underwriting Agreement (Alaunos Therapeutics, Inc.), Underwriting Agreement (Northwest Bancshares, Inc.), Underwriting Agreement (Park National Corp /Oh/)
Covenant of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission pursuant to Rule 433(d) under the Securities Act a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not, but for such actions, not be required to be filed by the Company under Rule 433(d)thereunder, but for the action of the Underwriter.
Appears in 12 contracts
Samples: Underwriting Agreement (Pioneer Drilling Co), Underwriting Agreement (Quidel Corp /De/), Underwriting Agreement (Somaxon Pharmaceuticals, Inc.)
Covenant of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission pursuant to under Rule 433(d) under the Securities Act a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not, but for such actions, not be required to be filed by the Company under Rule 433(d)thereunder, but for the action of the Underwriter.
Appears in 7 contracts
Samples: Underwriting Agreement (Emerald Oil, Inc.), Underwriting Agreement (Gulfport Energy Corp), Underwriting Agreement (Celanese CORP)
Covenant of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission pursuant to Rule 433(d) under the Securities Act a free writing prospectus prepared by or on behalf of the such Underwriter that otherwise would not, but for such actions, be required to be filed by the Company under Rule 433(d).
Appears in 7 contracts
Samples: Underwriting Agreement (Medpace Holdings, Inc.), Underwriting Agreement (Medpace Holdings, Inc.), Underwriting Agreement (Medpace Holdings, Inc.)
Covenant of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission pursuant to Rule 433(d) under the Securities Act a free writing prospectus prepared by or on behalf of the such Underwriter that otherwise would not, but for such actions, not be required to be filed by the Company under Rule 433(d)thereunder, but for the action of the Underwriter.
Appears in 5 contracts
Samples: Underwriting Agreement (Double Eagle Petroleum Co), Underwriting Agreement (Sangamo Biosciences Inc), Underwriting Agreement (Sangamo Biosciences Inc)
Covenant of the Underwriter. The Underwriter covenants and agrees with the Company that the Underwriter will not use or refer to take any action that would result “free writing prospectus” (as defined in Rule 405 under the Securities Act) without the prior written consent of the Company being required if the Underwriter’s use of or reference to such “free writing prospectus” would require the Company to file with the Commission pursuant to any “issuer information” (as defined in Rule 433(d) 433 under the Securities Act a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not, but for such actions, be required to be filed by the Company under Rule 433(dAct).
Appears in 4 contracts
Samples: Underwriting Agreement (Biota Pharmaceuticals, Inc.), Underwriting Agreement (Flotek Industries Inc/Cn/), Underwriting Agreement (Flotek Industries Inc/Cn/)
Covenant of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission pursuant to Rule 433(d) under the Securities Act a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not, but for such actions, not be required to be filed by the Company under Rule 433(d)thereunder but for the action of the Underwriter.
Appears in 4 contracts
Samples: Underwriting Agreement (Intricon Corp), Underwriting Agreement (Sajan Inc), Underwriting Agreement (Urologix Inc)
Covenant of the Underwriter. The Underwriter Each Underwriter, severally and not jointly, covenants with the Company not to take any action that would result in the Company being required to file with the Commission pursuant to Rule 433(d) under the Securities Act a free writing prospectus prepared by or on behalf of the such Underwriter that otherwise would not, but for such actions, not be required to be filed by the Company under Rule 433(d)thereunder, but for the action of the Underwriters.
Appears in 3 contracts
Samples: Underwriting Agreement (Sequenom Inc), Underwriting Agreement (Sequenom Inc), Underwriting Agreement (Vical Inc)
Covenant of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission pursuant to Rule 433(d) under the Securities Act a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not, but for such actions, not be required to be filed by the Company under Rule 433(d).thereunder, but for the action of the Underwriter
Appears in 3 contracts
Samples: Underwriting Agreement (Igate Corp), Underwriting Agreement (Satcon Technology Corp), Underwriting Agreement (Almost Family Inc)
Covenant of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission pursuant to under Rule 433(d) under the Securities Act a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not, but for such actions, not be required to be filed by the Company under Rule 433(d).thereunder, but for the action of the Underwriter
Appears in 3 contracts
Samples: Underwriting Agreement (Gulf Island Fabrication Inc), Underwriting Agreement (Gulfport Energy Corp), Underwriting Agreement (Gulfport Energy Corp)
Covenant of the Underwriter. The Underwriter covenants and agrees with the Company that the Underwriter has not used and will not use or refer to take any action that would result “free writing prospectus” (as defined in Rule 405 under the Securities Act) without the prior written consent of the Company being required if the Underwriter’s use of or reference to such “free writing prospectus” would require the Company to file with the Commission pursuant to any “issuer information” (as defined in Rule 433(d) 433 under the Securities Act a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not, but for such actions, be required to be filed by the Company under Rule 433(dAct).
Appears in 3 contracts
Samples: Underwriting Agreement (Fidelity National Information Services, Inc.), Underwriting Agreement (Wpm, L.P.), Underwriting Agreement (TPG Advisors Iii Inc)
Covenant of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission pursuant to under Rule 433(d) under the Securities Act a free writing prospectus prepared by or on behalf of the such Underwriter that otherwise would not, but for such actions, not be required to be filed by the Company under Rule 433(d)thereunder, but for the action of the Underwriter.
Appears in 2 contracts
Samples: Underwriting Agreement (Lefteris Acquisition Corp.), Underwriting Agreement (Lefteris Acquisition Corp.)
Covenant of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission pursuant to under Rule 433(d) under the Securities Act a free writing prospectus prepared by or on behalf of the Underwriter it that otherwise would not, but for such actions, not be required to be filed by the Company under Rule 433(d)thereunder, but for the action of the Underwriter.
Appears in 1 contract
Covenant of the Underwriter. The Underwriter covenants with the Company and RGF LLC not to take any action that would result in the Company being required to file with the Commission pursuant to Rule 433(d) under the Securities Act a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not, but for such actions, be required to be filed by the Company under Rule 433(d).
Appears in 1 contract
Samples: Underwriting Agreement (Real Good Food Company, Inc.)
Covenant of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission pursuant to under Rule 433(d) under the Securities Act a free writing prospectus prepared by or on behalf of the such Underwriter that otherwise would not, but for such actions, not be required to be filed by the Company under Rule 433(d).thereunder, but for the action of the Underwriter
Appears in 1 contract
Covenant of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission pursuant to Rule 433(d) under the Securities Act a free writing prospectus prepared by or on behalf of or used by the Underwriter that otherwise would not, but for such actions, be required to be filed by the Company under Rule 433(d).
Appears in 1 contract
Covenant of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission pursuant to Rule 433(d) under the Securities Act a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not, but for such actions, not be required to be filed by the Company under Rule 433(d)thereunder, but for the action of the Underwriter; provided, however, that the Underwriter is authorized to use the Scripted Information in communications conveying information relating to the offering to investors.
Appears in 1 contract
Covenant of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission pursuant to under Rule 433(d) under the Securities Act a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not, but for such actions, not be required to be filed by the Company under Rule 433(d)thereunder, but for the action of the Underwriter.
Appears in 1 contract
Covenant of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission pursuant to under Rule 433(d) under the Securities Act a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not, but for such actions, not be required to be filed by the Company under Rule 433(d)thereunder, but for the action of the Underwriter and not to use or refer to any free writing prospectus without the prior written consent of the Company.
Appears in 1 contract
Covenant of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission pursuant to Rule 433(d) under the Securities Act a free writing prospectus prepared by or on behalf of the such Underwriter that otherwise would not, but for such actions, not be required to be filed by the Company under Rule 433(d).thereunder, but for the action of the Underwriter
Appears in 1 contract
