Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares set forth opposite their names in Schedule II hereto bear to the aggregate amount of Shares set forth opposite the names of all the remaining Underwriters) the Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the Shares, and if such non-defaulting Underwriters do not purchase all the Shares, this Agreement will terminate without liability to any non-defaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven days, as the Representative shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting Underwriter for damages occasioned by its default hereunder.
Appears in 23 contracts
Samples: Underwriting Agreement (Bank of America Corp /De/), Underwriting Agreement (Bank of America Corp /De/), Underwriting Agreement (Bank of America Corp /De/)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares set forth opposite their names in Schedule II hereto bear to the aggregate amount of Shares set forth opposite the names of all the remaining Underwriters) the Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the Shares, and if such non-defaulting nondefaulting Underwriters do not purchase all the Shares, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Final Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 6 contracts
Samples: Underwriting Agreement (Southtrust Corp), Underwriting Agreement (Bank of America Corp /De/), Underwriting Agreement (Star Banc Corp /Oh/)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount number of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount number of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount number of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount number of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyPartnership. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Final Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Partnership and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 6 contracts
Samples: Underwriting Agreement (Targa Resources Partners LP), Underwriting Agreement (Targa Resources Partners LP), Underwriting Agreement (Targa Resources Partners LP)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyTeekay Parties. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Teekay Parties and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 6 contracts
Samples: Underwriting Agreement, Underwriting Agreement (Teekay Offshore Partners L.P.), Underwriting Agreement (Teekay LNG Partners L.P.)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyPartnership Parties. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Partnership Parties and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 6 contracts
Samples: Underwriting Agreement (Southcross Energy Partners, L.P.), Underwriting Agreement (Arc Logistics Partners LP), Underwriting Agreement (Arc Logistics Partners LP)
Default by an Underwriter. If any one or more Underwriters Underwriter shall fail to purchase and pay for any of the Shares Notes agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the principal amount of Shares the Notes set forth opposite their names in Schedule II A hereto bear bears to the aggregate principal amount of Shares the Notes set forth opposite the names of all the remaining Underwriters) the Shares Notes which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate principal amount of Shares Notes which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate principal amount of Shares Notes set forth in Schedule II A hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesNotes, and if such non-defaulting Underwriters do not purchase all of the SharesNotes, this Agreement will terminate without liability to any non-defaulting Underwriter or the CompanyCompany except that the provisions of Sections 5(l) and 7 shall at all times be effective and shall survive such termination. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven five business days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and or any non-defaulting Underwriter for damages occasioned by its default hereunder.
Appears in 6 contracts
Samples: Underwriting Agreement (Horton D R Inc /De/), Underwriting Agreement (Horton D R Inc /De/), Underwriting Agreement (Horton D R Inc /De/)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive (5) Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Final Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 5 contracts
Samples: Underwriting Agreement (Vanguard Natural Resources, LLC), Underwriting Agreement (Vanguard Natural Resources, LLC), Underwriting Agreement (Vanguard Natural Resources, LLC)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount number of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount number of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount number of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount number of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyTarga Parties. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Targa Parties and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 4 contracts
Samples: Underwriting Agreement (Targa Resources Partners LP), Underwriting Agreement (Targa Resources Partners LP), Underwriting Agreement (Targa Resources Partners LP)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which Units that the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyPartnership. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Partnership and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 4 contracts
Samples: Underwriting Agreement (Tesoro Logistics Lp), Underwriting Agreement (Tesoro Logistics Lp), Underwriting Agreement (Tesoro Logistics Lp)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Final Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 4 contracts
Samples: Underwriting Agreement (Vanguard Natural Resources, LLC), Underwriting Agreement (Vanguard Natural Resources, LLC), Underwriting Agreement (Vanguard Natural Resources, LLC)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyPartnership. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall may be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Final Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Partnership and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 4 contracts
Samples: Underwriting Agreement (DCP Midstream Partners, LP), Underwriting Agreement (DCP Midstream Partners, LP), Underwriting Agreement (DCP Midstream Partners, LP)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which Units that the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyPartnership Entities. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Partnership and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 4 contracts
Samples: Underwriting Agreement (EQT Midstream Partners, LP), Underwriting Agreement (EQT Midstream Partners, LP), Underwriting Agreement (Memorial Production Partners LP)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount number of Shares set forth opposite their names in Schedule II hereto bear bears to the aggregate amount number of Shares set forth opposite the names of all the remaining Underwriters) the Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount number of Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount number of Shares set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the Shares, and if such non-defaulting nondefaulting Underwriters do not purchase all the Shares, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 98, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Final Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 3 contracts
Samples: Underwriting Agreement (Pioneer Natural Resources Co), Underwriting Agreement (Pioneer Natural Resources Co), Underwriting Agreement (Pioneer Natural Resources Co)
Default by an Underwriter. If any one or more Underwriters Underwriter shall fail to purchase and pay for any of the Shares Notes agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the principal amount of Shares the Notes set forth opposite their names in Schedule II A hereto bear bears to the aggregate principal amount of Shares the Notes set forth opposite the names of all the remaining Underwriters) the Shares Notes which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate principal amount of Shares Notes which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate principal amount of Shares Notes set forth in Schedule II A hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesNotes, and if such non-defaulting Underwriters do not purchase all of the SharesNotes, this Agreement will terminate without liability to any non-defaulting Underwriter or the CompanyCompany except that the provisions of Sections 5(l) and 7 shall at all times be effective and shall survive such termination. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven five business days, as the Representative shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and or any non-defaulting Underwriter for damages occasioned by its default hereunder.
Appears in 3 contracts
Samples: Underwriting Agreement (Horton D R Inc /De/), Underwriting Agreement (Horton D R Inc /De/), Underwriting Agreement (Horton D R Inc /De/)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which Units that the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyPartnership Parties. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Partnership and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 3 contracts
Samples: Underwriting Agreement (Emerge Energy Services LP), Underwriting Agreement (USD Partners LP), Underwriting Agreement (Emerge Energy Services LP)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting Underwriter or the CompanyBP Parties. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Partnership and any non-defaulting Underwriter for damages occasioned by its default hereunder.
Appears in 3 contracts
Samples: Underwriting Agreement, Underwriting Agreement (BP Midstream Partners LP), Underwriting Agreement (BP Midstream Partners LP)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount number of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount number of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that if the aggregate amount number of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount number of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the Sharessuch Units, and if such non-defaulting nondefaulting Underwriters do not purchase all the Sharesof such Units, this Agreement will terminate without liability to any non-defaulting Underwriter or the CompanyCompany except as otherwise provided in Section 7. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven days, as the Representative shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and or any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 3 contracts
Samples: Underwriting Agreement (Westower Corp), Underwriting Agreement (Westower Corp), Underwriting Agreement (Cotton Valley Resources Corp)
Default by an Underwriter. If any one or more Underwriters Underwriter shall fail to purchase and pay for any of the Shares Securities agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters Underwriter shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares set forth opposite their names in Schedule II hereto bear to the aggregate amount of Shares set forth opposite the names of all the remaining Underwriters) the Shares Securities which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares Securities which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Securities set forth in Schedule II A attached hereto, the remaining Underwriters Underwriter shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesSecurities, and if such non-defaulting Underwriters do nondefaulting Underwriter does not purchase all the SharesSecurities, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven five New York business days, as the Representative Underwriters shall determine in order that the required changes in the Registration Statement, the Disclosure PackageProspectus, the preliminary prospectus and the Prospectus Disclosure Package or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 3 contracts
Samples: Underwriting Agreement (UDR, Inc.), Underwriting Agreement (UDR, Inc.), Underwriting Agreement (UDR, Inc.)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Securities agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount number of Shares Securities set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount number of Shares Securities set forth opposite the names of all the remaining Underwriters) the Shares Securities which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount number of Shares Securities which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount number of Shares Securities set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesSecurities, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesSecurities, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Final Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and or any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 2 contracts
Samples: Underwriting Agreement (Cit Group Inc), Underwriting Agreement (Cit Group Inc)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which Units that the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II heretoIhereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyPartnership. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Partnership and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 2 contracts
Samples: Underwriting Agreement (Tesoro Logistics Lp), Underwriting Agreement (Tesoro Corp /New/)
Default by an Underwriter. If any one or more Underwriters Underwriter shall fail to purchase and pay for any of the Shares Notes agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the principal amount of Shares Notes set forth opposite their names in Schedule II A hereto bear bears to the aggregate principal amount of Shares Notes set forth opposite the names of all the remaining Underwriters) the Shares Notes which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate principal amount of Shares Notes which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate principal amount of Shares Notes set forth in Schedule II A hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesNotes, and if such non-defaulting Underwriters do not purchase all of the SharesNotes, this Agreement will terminate without liability to any non-defaulting Underwriter or the CompanyCompany except that the provisions of Sections 5(l) and 7 shall at all times be effective and shall survive such termination. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven five business days, as the Representative shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and or any non-defaulting Underwriter for damages occasioned by its default hereunder.
Appears in 2 contracts
Samples: Underwriting Agreement (Horton D R Inc /De/), Underwriting Agreement (Horton D R Inc /De/)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares set forth opposite their names in Schedule II hereto bear to the aggregate amount of Shares set forth opposite the names of all the remaining Underwriters) the Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the Shares, and if such non-defaulting Underwriters do not purchase all the Shares, this Agreement will terminate without liability to any non-defaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure PackagePackage [, the preliminary prospectus prospectus] and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting Underwriter for damages occasioned by its default hereunder.
Appears in 2 contracts
Samples: Underwriting Agreement (BAC Capital Trust XX), Underwriting Agreement (BAC Capital Trust XX)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount number of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount number of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount number of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount number of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyPartnership Parties. In the event of a default by any Underwriter as set forth in this Section 98, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Partnership Parties and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 2 contracts
Samples: Underwriting Agreement (SemGroup Energy Partners, L.P.), Underwriting Agreement (SemGroup Energy Partners, L.P.)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount number of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount number of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount number of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount number of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanySpectra Parties. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Spectra Parties and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 2 contracts
Samples: Underwriting Agreement (Spectra Energy Partners, LP), Underwriting Agreement (Spectra Energy Partners, LP)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount number of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount number of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount number of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount number of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyEnterprise Parties. In the event of a default by any Underwriter as set forth in this Section 98, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Enterprise Parties and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 2 contracts
Samples: Underwriting Agreement (Enterprise GP Holdings L.P.), Underwriting Agreement (Enterprise GP Holdings L.P.)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares which Units that the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyDCP Parties. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall may be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Final Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company DCP Parties and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 2 contracts
Samples: Underwriting Agreement (DCP Midstream Partners, LP), Underwriting Agreement (DCP Midstream Partners, LP)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which Units that the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyPartnership Entities. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven five business days, as the Representative shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Partnership and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 2 contracts
Samples: Underwriting Agreement (EQT Midstream Partners, LP), Underwriting Agreement (EQT Midstream Partners, LP)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which Units that the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 2 contracts
Samples: Underwriting Agreement (Vanguard Natural Resources, LLC), Underwriting Agreement (Vanguard Natural Resources, LLC)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount number of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount number of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount number of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount number of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanySemGroup Parties. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company SemGroup Parties and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 2 contracts
Samples: Underwriting Agreement (SemGroup Energy Partners, L.P.), Underwriting Agreement (SemGroup Energy Partners, L.P.)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Notes agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the principal amount of Shares Notes set forth opposite their names in Schedule II I hereto bear bears to the aggregate principal amount of Shares Notes set forth opposite the names of all the remaining Underwriters) the Shares Notes which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate principal amount of Shares Notes which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate principal amount of Shares Notes set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesNotes, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesNotes, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus and Statement or the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and or any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 2 contracts
Samples: Underwriting Agreement (Tech Data Corp), Underwriting Agreement (Tech Data Corp)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which Units that the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyOCI Parties. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Partnership and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 2 contracts
Samples: Underwriting Agreement (OCI Resources LP), Underwriting Agreement (OCI Resources LP)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Notes agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the principal amount of Shares Notes set forth opposite their names in Schedule II hereto bear bears to the aggregate principal amount of Shares Notes set forth opposite the names of all the remaining Underwriters) the Shares Notes which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate principal amount of Shares Notes which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate principal amount of Shares Notes set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesNotes, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesNotes, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Final Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and or any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 2 contracts
Samples: Underwriting Agreement (Cit Group Inc), Underwriting Agreement (Cit Group Inc)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally but not jointly to take up and pay for (in the respective proportions which the amount number of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount number of Shares Units set forth opposite the names of all of the remaining Underwriters) the Shares which Units that the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount number of Shares which Units that the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount number of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyCompany Parties. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Parties and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 2 contracts
Samples: Underwriting Agreement (Seadrill Partners LLC), Underwriting Agreement (Seadrill Partners LLC)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares set forth opposite their names in Schedule II hereto bear to the aggregate amount of Shares set forth opposite the names of all the remaining Underwriters) the Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the Shares, and if such non-defaulting Underwriters do not purchase all the Shares, this Agreement will terminate without liability to any non-defaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the any Final Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting Underwriter for damages occasioned by its default hereunder.
Appears in 2 contracts
Samples: Underwriting Agreement (Ametek Inc/), Underwriting Agreement (Ametek Inc/)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount number of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount number of Shares Units set forth opposite the names of all of the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount number of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyPartnership Parties. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Partnership Parties and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 2 contracts
Samples: Underwriting Agreement (Oiltanking Partners, L.P.), Underwriting Agreement (Oiltanking Partners, L.P.)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares set forth opposite their names in Schedule II hereto bear to the aggregate amount of Shares set forth opposite the names of all the remaining Underwriters) the Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the Shares, and if such non-defaulting Underwriters do not purchase all the Shares, this Agreement will terminate without liability to any non-defaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting Underwriter for damages occasioned by its default hereunder.
Appears in 2 contracts
Samples: Underwriting Agreement (Bank of America Corp /De/), Underwriting Agreement (Bank of America Corp /De/)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyConstellation Parties. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 2 contracts
Samples: Underwriting Agreement (Constellation Energy Partners LLC), Underwriting Agreement (Constellation Energy Partners LLC)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares set forth opposite their names in Schedule II hereto bear to the aggregate amount of Shares set forth opposite the names of all the remaining Underwriters) the Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the Shares, and if such non-defaulting Underwriters do not purchase all the Shares, this Agreement will terminate without liability to any non-defaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 98, the Closing Date shall be postponed for such period, not exceeding seven days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure PackagePackage [, the preliminary prospectus prospectus] and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting Underwriter for damages occasioned by its default hereunder.
Appears in 2 contracts
Samples: Underwriting Agreement (RJF Capital Trust III), Underwriting Agreement (RJF Capital Trust III)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount number of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount number of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount number of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount number of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyTarga Parties. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Final Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Targa Parties and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Samples: Underwriting Agreement (Targa Resources Partners LP)
Default by an Underwriter. If any one or more Underwriters Underwriter shall fail to purchase and pay for any of the Shares Notes agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the principal amount of Shares Notes set forth opposite their names in Schedule II A hereto bear bears to the aggregate principal amount of Shares Notes set forth opposite the names of all the remaining Underwriters) the Shares Notes which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate principal amount of Shares Notes which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate principal amount of Shares Notes set forth in Schedule II A hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesNotes, and if such non-defaulting Underwriters do not purchase all the SharesNotes, this Agreement will terminate without liability to any non-defaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven five business days, as the Representative Banc of America shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and or any non-defaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares set forth opposite their names in Schedule II hereto bear to the aggregate amount of Shares set forth opposite the names of all the remaining Underwriters) the Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any 19 obligation to purchase any, of the Shares, and if such non-defaulting Underwriters do not purchase all the Shares, this Agreement will terminate without liability to any non-defaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 98, the Closing Date shall be postponed for such period, not exceeding seven days, as the Representative shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Final Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Company, the Selling Unitholder and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Samples: Underwriting Agreement (Vanguard Natural Resources, LLC)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Securities agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount number of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount number of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that if the aggregate amount number of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount number of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the Sharessuch Units, and if such non-defaulting nondefaulting Underwriters do not purchase all the Sharesof such Units, this Agreement will terminate without liability to any non-defaulting Underwriter or the CompanyCompany except as otherwise provided in Section 7. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and or any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder. 10.
Appears in 1 contract
Samples: Underwriting Agreement (Starlight Entertainment Inc)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount of Shares set forth opposite the names of all the remaining Underwriters) the Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the Shares, and if such non-defaulting nondefaulting Underwriters do not purchase all the Shares, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Samples: Underwriting Agreement (Teekay Corp)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Certificates agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Certificates set forth opposite their names in Schedule II hereto bear bears to the aggregate amount of Shares Certificates set forth opposite the names of all the remaining Underwriters) the Shares Certificates which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares Certificates which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Certificates set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesCertificates, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesCertificates, this Agreement will terminate without liability to any non-defaulting Underwriter nondefaulting Underwriter, Fort James or the Company. In the event of a default by any xxx Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Final Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to Fort James or the Company and any non-defaulting Underwriter nondefaulting Underxxxxxr for damages occasioned by its default hereunder.
Appears in 1 contract
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreementhereunder, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares set forth opposite their names in Schedule II hereto bear 1 to the Master Agreement bears to the aggregate amount of Shares set forth opposite the names of all the remaining Underwriters) the Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares set forth in Schedule II hereto1 to the Master Agreement, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the Shares, and if such non-defaulting nondefaulting Underwriters do not purchase all the Shares, this the Master Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus ADS Registration Statement and the Prospectus Prospectuses or in any other documents or arrangements may be effected. Nothing contained in this Agreement herein shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunderunder the Master Agreement.
Appears in 1 contract
Samples: Master Underwriting Agreement (DBV Technologies S.A.)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares set forth opposite their names in Schedule II hereto bear to the aggregate amount of Shares set forth opposite the names of all the remaining Underwriters) the Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the Shares, and if such non-defaulting Underwriters do not purchase all the Shares, this Agreement will terminate without liability to any non-defaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 98, the Closing Date shall be postponed for such period, not exceeding seven days, as the Representative shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally but not jointly to take up and pay for (in the respective proportions which the amount number of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount number of Shares Units set forth opposite the names of all of the remaining Underwriters) the Shares which Units that the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that that, in the event that the aggregate amount number of Shares which Units that the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount number of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyPartnership Parties. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative nondefaulting Underwriters shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Partnership Parties and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyShipping Entities. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Shipping Entities and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Samples: Underwriting Agreement (U.S. Shipping Partners L.P.)
Default by an Underwriter. If any one or more Underwriters Underwriter shall fail to purchase and pay for any of the Shares agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares set forth opposite their names in Schedule II hereto bear to the aggregate amount of Shares set forth opposite the names of all the remaining Underwriters) the Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the Shares, and if such non-defaulting nondefaulting Underwriters do not purchase all the Shares, this Agreement will terminate without liability to any non-defaulting Underwriter nondefaulting Underwriters or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares set forth opposite their names in Schedule II hereto bear to the aggregate amount of Shares set forth opposite the names of all the remaining Underwriters) the Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the Shares, and if such non-defaulting Underwriters do not purchase all the Shares, this Agreement will terminate without liability to any non-defaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven days, as the Representative shall determine in order that the required changes in the Registration Statement, the Disclosure Package, [the preliminary prospectus prospectus] and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares set forth opposite their names in Schedule II hereto bear to the aggregate amount of Shares set forth opposite the names of all the remaining Underwriters) the Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the Shares, and if such non-defaulting Underwriters do not purchase all the Shares, this Agreement will terminate without liability to any non-defaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this 22 Section 98, the Closing Date shall be postponed for such period, not exceeding seven days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Notes agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the principal amount of Shares Notes set forth opposite their names in Schedule II I hereto bear bears to the aggregate principal amount of Shares Notes set forth opposite the names of all the remaining Underwriters) the Shares Notes which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate principal amount of Shares Notes which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate principal amount of Shares Notes set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesNotes, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesNotes, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus and Statement or the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting Underwriter for damages occasioned by its default hereunder.be
Appears in 1 contract
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares set forth opposite their names in Schedule II hereto bear to the aggregate amount of Shares set forth opposite the names of all the remaining Underwriters) the Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the Shares, and if such non-defaulting Underwriters do not purchase all the Shares, this Agreement will terminate without liability to any non-defaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven days, as the Representative shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Package and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Default by an Underwriter. If any one or more Underwriters either Underwriter shall fail to purchase and pay for any of the Shares Certificates agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares set forth opposite their names in Schedule II hereto bear to the aggregate amount of Shares set forth opposite the names of all the remaining Underwriters) the Shares which Certificates that the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate initial principal amount of Shares which Certificates that the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount principal balance of Shares all of the Certificates set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesCertificates, and if such non-defaulting nondefaulting Underwriters do not purchase all of the SharesCertificates, this Agreement will terminate without liability to any non-defaulting Underwriter the nondefaulting Underwriters, the Company or the CompanyGMACCM. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date for the Certificates shall be postponed for such period, not exceeding seven days, as the Representative nondefaulting Underwriters shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and to any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Samples: Underwriting Agreement (Gmac Commercial Mortgage Securities Inc)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which Units that the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyPartnership Entities. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven five business days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Partnership and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Samples: Underwriting Agreement (EQT Midstream Partners, LP)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount number of Shares set forth opposite their names in Schedule II A hereto bear bears to the aggregate amount number of Shares set forth opposite the names of all the remaining Underwriters) the Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount number of Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount number of Shares set forth in Schedule II A hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the Shares, and if such non-defaulting Underwriters do not purchase all the Shares, or to terminate this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyCompany (except as set forth in Section 9). In the event of a default by any Underwriter as set forth in this Section 911, unless this Agreement is terminated by the nondefaulting Underwriters pursuant to the immediately preceding sentence, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Samples: Underwriting Agreement (Health Insurance Innovations, Inc.)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which Units that the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyPartnership Parties. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative nondefaulting Underwriter shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Partnership and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Offered Certificates agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up Agreement and pay for (in the respective proportions which the amount of Shares set forth opposite their names in Schedule II hereto bear to the aggregate amount of Shares set forth opposite the names of all the remaining Underwriters) the Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase shall such Offered Certificates not so purchased does not exceed 10% of the aggregate total principal amount of Shares set forth the Offered Certificates then the other Underwriters shall purchase such amount in Schedule II heretoproportion to their existing allotments. If such amount does exceed 10% of the total principal amount of the Offered Certificates, and arrangements satisfactory to the remaining Underwriters shall have and the right to Company for the purchase all, but shall of such Offered Certificates by other persons are not be under any obligation to purchase any, of the Shares, and if such non-defaulting Underwriters do not purchase all the Sharesmade within 36 hours thereafter, this Agreement will terminate without liability to any non-defaulting Underwriter or the Companyshall terminate. In the event of a default by any such termination, the Company shall be under no liability to any Underwriter as set forth (except to the extent provided in Section 5(f) and Section 7 hereof) nor shall any Underwriter (other than an Underwriter who shall have failed, otherwise than for some reason permitted under this Agreement, to purchase the amount of the Certificates agreed by such Underwriter to be purchased hereunder) be under any liability to the Company (except to the extent provided in Section 9, the Closing Date shall be postponed for such period, not exceeding seven days, as the Representative shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus and the Prospectus or in any other documents or arrangements may be effected7 hereof). Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and to any non-non defaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Samples: Underwriting Agreement (Chase Commercial Mortgage Securities Corp)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Firm Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount of Shares Firm Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyPartnership. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Final Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Partnership and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which Units that the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyVTTI Parties. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Partnership and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation 29 to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyPartnership. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Underwriters shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Final Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Partnership and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Samples: Underwriting Agreement (Alliance Resource Partners Lp)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyPartnership. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Final Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Partnership and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Samples: Underwriting Agreement (DCP Midstream Partners, LP)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which Units that the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyPartnership. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Partnership and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount that number of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount number of Shares Units set forth opposite the names of all of the remaining Underwriters) the Shares which Units that the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that that, if the aggregate amount number of Shares which Units that the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount number of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyCheniere Parties. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Cheniere Parties and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Samples: Underwriting Agreement (Cheniere Energy Partners, L.P.)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which Units that the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyPartnership Parties. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Partnership and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares set forth opposite their names in Schedule II hereto bear to the aggregate amount of Shares set forth opposite the names of all the remaining Underwriters) the Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase shall NY2-739608 exceed 10% of the aggregate amount of Shares set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the Shares, and if such non-defaulting Underwriters do not purchase all the Shares, this Agreement will terminate without liability to any non-defaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven days, as the Representative shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Firm Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount of Shares Firm Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyTeekay Parties. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting Underwriter for damages occasioned by its default hereunder.its
Appears in 1 contract
Samples: Underwriting Agreement
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount number of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount number of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount number of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount number of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting Underwriter or the CompanyPartnership Parties. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Partnership Parties and any non-defaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Samples: Underwriting Agreement (American Midstream Partners, LP)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares set forth opposite their names in Schedule II hereto bear to the aggregate amount of Shares set forth opposite the names of all the remaining Underwriters) the Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the Shares, and if such non-defaulting Underwriters do not purchase all the Shares, this Agreement will terminate without liability to any non-defaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 98, the Closing Date shall be postponed for such period, not exceeding seven days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares set forth opposite their names in Schedule II hereto bear to the aggregate amount of Shares set forth opposite the names of all the remaining Underwriters) the Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the Shares, and if such non-defaulting Underwriters do not purchase all the Shares, this Agreement will terminate without liability to any non-defaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 910, the Closing Date shall be postponed for such period, not exceeding seven days, as the Representative shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Default by an Underwriter. If any one or more of the Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Final Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Samples: Underwriting Agreement (Martin Midstream Partners Lp)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Samples: Underwriting Agreement (Marathon Acquisition Corp.)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyTeekay Parties. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Teekay Parties and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Samples: Underwriting Agreement (Teekay Offshore Partners L.P.)
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares Units agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount number of Shares Units set forth opposite their names in Schedule II I hereto bear bears to the aggregate amount number of Shares Units set forth opposite the names of all the remaining Underwriters) the Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount number of Shares Units which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount number of Shares Units set forth in Schedule II I hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the SharesUnits, and if such non-defaulting nondefaulting Underwriters do not purchase all the SharesUnits, this Agreement will terminate without liability to any non-defaulting nondefaulting Underwriter or the CompanyPartnership. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven daysfive Business Days, as the Representative Representatives shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus Statement and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company Partnership and any non-defaulting nondefaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
Default by an Underwriter. If any one or more Underwriters shall fail to purchase and pay for any of the Shares agreed to be purchased by such Underwriter or Underwriters hereunder and such failure to purchase shall constitute a default in the performance of its or their obligations under this Agreement, the remaining Underwriters shall be obligated severally to take up and pay for (in the respective proportions which the amount of Shares set forth opposite their names in Schedule II hereto bear to the aggregate amount of Shares set forth opposite the names of all the remaining Underwriters) the Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase; provided, however, that in the event that the aggregate amount of Shares which the defaulting Underwriter or Underwriters agreed but failed to purchase shall exceed 10% of the aggregate amount of Shares set forth in Schedule II hereto, the remaining Underwriters shall have the right to purchase all, but shall not be under any obligation to purchase any, of the Shares, and if such non-defaulting Underwriters do not purchase all the Shares, this Agreement will terminate without liability to any non-defaulting Underwriter or the Company. In the event of a default by any Underwriter as set forth in this Section 9, the Closing Date shall be postponed for such period, not exceeding seven days, as the Representative shall determine in order that the required changes in the Registration Statement, the Disclosure Package, the preliminary prospectus prospectus, and the Prospectus or in any other documents or arrangements may be effected. Nothing contained in this Agreement shall relieve any defaulting Underwriter of its liability, if any, to the Company and any non-defaulting Underwriter for damages occasioned by its default hereunder.
Appears in 1 contract
