Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectus, if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the public. As of :00 [a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly for use therein, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 8 hereof.
Appears in 2 contracts
Samples: Underwriting Agreement (Sports Properties Acquisition Corp.), Underwriting Agreement (Sports Properties Acquisition Corp.)
Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPricing Prospectus and (ii) the issuer free writing prospectuses as defined in Rule 433 of the 1933 Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicset forth in Schedule B hereto. As of :00 [a/p].m. 4:00 P.M. (New York Eastern time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 8 7(b) hereof.
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Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPricing Prospectus and (ii) the issuer free writing prospectuses as defined in Rule 433 of the 1933 Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicset forth in Schedule B hereto. As of :00 [a/p].m. 1:30 p.m. (New York Eastern time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 8 7 hereof.
Appears in 1 contract
Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPricing Prospectus and (ii) the issuer free writing prospectuses as defined in Rule 433 of the 1933 Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicset forth in Schedule B hereto. As of :00 [a/p].m. 2:35 P.M. (New York Eastern time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 8 7(b) hereof.
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Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPreliminary Prospectus dated November 2, 2011 and (ii) the issuer free writing prospectuses, if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicidentified in Annex I hereto. As of :00 [the Initial Sale Time, (a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Time”), the Disclosure Package did not and (b) each electronic road show, when taken together as a whole with the Disclosure Package, did not, contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly the Representatives specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter through the Representatives consists of the information described as such in Section 8 6(b) hereof.
Appears in 1 contract
Samples: Underwriting Agreement (EQT Corp)
Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPricing Prospectus and (ii) the issuer free writing prospectuses as defined in Rule 433 of the 1933 Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicdefined in Schedule B hereto. As of :00 [a/p].m. 1:45 p.m. (New York Eastern time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 8 7 hereof.
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Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectus, if any, as amended or supplemented, supplemented and (ii) a schedule indicating the number of Units being sold and the price at which other information, if any, stated in Schedule D to this Agreement to be included in the Units will be sold to the publicDisclosure Package, all considered together. As of :00 [a/p].m. 4:00 p.m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly for use therein, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 8 hereof.
Appears in 1 contract
Samples: Underwriting Agreement (Sports Properties Acquisition Corp.)
Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPreliminary Prospectus dated September 23, 2010 and (ii) the issuer free writing prospectuses as defined in Rule 433 of the Securities Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicidentified in Annex I hereto. As of :00 [a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly the Representatives specifically for use therein, it being understood and agreed that the only such information furnished by or on behalf of any Underwriter consists of the information described as such in Section 8 8(b) hereof.
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Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPreliminary Prospectus dated October 6, 2009 and (ii) the issuer free writing prospectuses as defined in Rule 433 of the Securities Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicidentified in Annex I hereto. As of :00 [a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly the Representatives specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter through the Representatives consists of the information described as such in Section 8 hereof.
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Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPreliminary Prospectus dated May 26, 2015 and (ii) the issuer free writing prospectuses as defined in Rule 433 of the Securities Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicidentified in Annex I hereto. As of :00 [a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly the Representatives specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter through the Representatives consists of the information described as such in Section 8 hereof.
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Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPreliminary Prospectus dated March 4, 2013 and (ii) the issuer free writing prospectuses as defined in Rule 433 of the Securities Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicidentified in Annex I hereto. As of :00 [a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly the Representatives specifically for use therein, it being understood and agreed that the only such information furnished by or on behalf of any Underwriter consists of the information described as such in Section 8 8(b) hereof.
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Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPricing Prospectus and (ii) the issuer free writing prospectuses as defined in Rule 433 of the 1933 Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicset forth in Schedule B hereto. As of :00 [a/p].m. 4:20 P.M. (New York Eastern time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 8 7 hereof.
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Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPreliminary Prospectus dated May 24, 2011 and (ii) the issuer free writing prospectuses as defined in Rule 433 of the Securities Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicidentified in Annex I hereto. As of :00 [a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly the Representatives specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter through the Representatives consists of the information described as such in Section 8 hereof.
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Disclosure Package. The term “"Disclosure Package” " shall mean (i) the preliminary prospectus, if any, as amended or supplemented, supplemented and (ii) a schedule indicating the number of Units Shares being sold and the price at which the Units Shares will be sold to the public. As of :00 [a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “"Applicable Time”"), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS the Representatives expressly for use therein, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 8 hereof.
Appears in 1 contract
Samples: Underwriting Agreement (Great Lakes Dredge & Dock CORP)
Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPreliminary Prospectus dated February 27, 2017 and (ii) the issuer free writing prospectuses as defined in Rule 433 of the Securities Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicidentified in Annex I hereto. As of :00 [a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly the Representatives specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter through the Representatives consists of the information described as such in Section 8 hereof.
Appears in 1 contract
Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPricing Prospectus and (ii) the issuer free writing prospectuses as defined in Rule 433 of the 1933 Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicset forth in Schedule B hereto. As of :00 [a/p].m. 2:15 p.m. (New York Eastern time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 8 7 hereof.
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Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPreliminary Prospectus dated February 14, 2008 and (ii) the issuer free writing prospectuses as defined in Rule 433 of the Securities Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicidentified in Annex I hereto. As of :00 [a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly the Representatives specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter through the Representatives consists of the information described as such in Section 8 hereof.
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Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPreliminary Prospectus dated December 2, 2013 and (ii) the issuer free writing prospectuses as defined in Rule 433 of the Securities Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicidentified in Annex I hereto. As of :00 [a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly the Representatives specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter through the Representatives consists of the information described as such in Section 8 hereof.
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Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPreliminary Prospectus dated October 9, if any2018, as amended or supplemented, and (ii) a schedule indicating any free writing prospectus that the number parties hereto shall hereafter expressly agree in writing to treat as part of Units being sold the Disclosure Package and (iii) the price at which the Units will be sold to the publicpricing information set forth on Annex II hereto. As of :00 [a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly the Representatives specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter through the Representatives consists of the information described as such in Section 8 hereof.
Appears in 1 contract
Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPricing Prospectus and (ii) the issuer free writing prospectuses as defined in Rule 433 of the 1933 Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicdefined in Schedule B hereto. As of :00 [a/p].m. 4:20 p.m. (New York Eastern time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 8 7 hereof.
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Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPreliminary Prospectus dated June 13, 2007 and (ii) the issuer free writing prospectuses as defined in Rule 433 of the Securities Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicidentified in Annex I hereto. As of :00 [a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to Parent or the Company in writing by any Underwriter through BAS the Representatives expressly for use therein, it being understood and agreed that the only such information furnished by any Underwriter through the Representatives consists of the information described as such in Section 8 hereof.
Appears in 1 contract
Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectus, if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the public. As of ____:00 [a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly for use therein, it being understood and agreed that the only such information furnished by or on behalf of any Underwriter consists of the information described as such in Section 8 hereof.
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Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectus, if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price of $5.75 per share at which the Units Shares will be sold to the public. As of :00 [a/p].m. 7:00 p.m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS the Representatives expressly for use therein, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 8 hereof.
Appears in 1 contract
Samples: Underwriting Agreement (Great Lakes Dredge & Dock CORP)
Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPreliminary Prospectus dated May 1, 2014 and (ii) the issuer free writing prospectuses as defined in Rule 433 of the Securities Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicidentified in Annex I hereto. As of :00 [a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly the Representatives specifically for use therein, it being understood and agreed that the only such information furnished by or on behalf of any Underwriter consists of the information described as such in Section 8 8(b) hereof.
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Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPreliminary Prospectus dated February 19, 2016, (ii) the issuer free writing prospectuses, if any, as amended or supplemented, identified in Annex I hereto and (iiiii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicinformation included in Annex II hereto. As of :00 [the Initial Sale Time, (a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Time”), the Disclosure Package did not and (b) each electronic road show, when taken together as a whole with the Disclosure Package, did not, contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any the Underwriter through BAS expressly specifically for use therein, it being understood and agreed that the only such information furnished by any the Underwriter consists of the information described as such in Section 8 5(b) hereof.
Appears in 1 contract
Samples: Underwriting Agreement (EQT Corp)
Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectus, if any, as amended or supplemented, Pricing Prospectus and (ii) a schedule indicating the number issuer free writing prospectuses as defined in Rule 433 of Units being sold and the price at which 1933 Act (the Units will be sold to the public“Issuer Free Writing Prospectus”) attached as Schedule B hereto. As of :00 [a/p].m. 1:15 p.m. (New York Eastern time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly the Representatives specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter through the Representatives consists of the information described as such in Section 8 6 hereof.
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Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPreliminary Prospectus dated November 3, 2011 and (ii) the issuer free writing prospectuses as defined in Rule 433 of the Securities Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicidentified in Annex I hereto. As of :00 [a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly the Representatives specifically for use therein, it being understood and agreed that the only such information furnished by or on behalf of any Underwriter consists of the information described as such in Section 8 8(b) hereof.
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Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPreliminary Prospectus dated August 2, 2016 and (ii) the issuer free writing prospectuses as defined in Rule 433 of the Securities Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicidentified in Annex I hereto. As of :00 [a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly the Representatives specifically for use therein, it being understood and agreed that the only such information furnished by or on behalf of any Underwriter consists of the information described as such in Section 8 8(b) hereof.
Appears in 1 contract
Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPreliminary Prospectus dated March 12, 2008 and (ii) the issuer free writing prospectuses, if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicidentified in Annex I hereto. As of :00 [the Initial Sale Time, (a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Time”), the Disclosure Package did not and (b) each electronic road show, when taken together as a whole with the Disclosure Package, did not, contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly the Representatives specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter through the Representatives consists of the information described as such in Section 8 6 hereof.
Appears in 1 contract
Samples: Underwriting Agreement (Equitable Resources Inc /Pa/)
Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPreliminary Prospectus dated May 12, 2009 and (ii) the issuer free writing prospectuses, if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicidentified in Annex I hereto. As of :00 [the Initial Sale Time, (a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Time”), the Disclosure Package did not and (b) each electronic road show, when taken together as a whole with the Disclosure Package, did not, contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly the Representatives specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter through the Representatives consists of the information described as such in Section 8 6(b) hereof.
Appears in 1 contract
Samples: Underwriting Agreement (EQT Corp)
Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPricing Prospectus and (ii) the issuer free writing prospectuses as defined in Rule 433 of the 1933 Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicset forth in Schedule B hereto. As of :00 [a/p].m. 2:25 p.m. (New York Eastern time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 8 7 hereof.
Appears in 1 contract
Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPricing Prospectus and (ii) the issuer free writing prospectuses as defined in Rule 433 of the 1933 Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicset forth in Schedule B hereto. As of :00 [a/p].m. 3:05 P.M. (New York Eastern time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 8 7(b) hereof.
Appears in 1 contract
Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPreliminary Prospectus dated October 18, 2012 and (ii) the issuer free writing prospectuses as defined in Rule 433 of the Securities Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicidentified in Annex I hereto. As of :00 [a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly the Representatives specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter through the Representatives consists of the information described as such in Section 8 hereof.
Appears in 1 contract
Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPricing Prospectus and (ii) the issuer free writing prospectuses as defined in Rule 433 of the 1933 Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicset forth in Schedule B hereto. As of :00 [a/p].m. 1:20 P.M. (New York Eastern time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 8 7 hereof.
Appears in 1 contract
Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPreliminary Prospectus dated December 6, 2017 and (ii) the issuer free writing prospectuses as defined in Rule 433 of the Securities Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicidentified in Annex I hereto. As of :00 [a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly the Representatives specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter through the Representatives consists of the information described as such in Section 8 hereof.
Appears in 1 contract
Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPreliminary Prospectus, if anydated January 10, as amended or supplemented2022, and (ii) a schedule indicating the number issuer free writing prospectuses as defined in Rule 433 of Units being sold and the price at which the Units will be sold to the publicSecurities Act (each, an “Issuer Free Writing Prospectus”), if any, identified in Annex I hereto. As of :00 [a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly the Representatives specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter through the Representatives consists of the information described as such in Section 8 8(b) hereof.
Appears in 1 contract
Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPricing Prospectus and (ii) the issuer free writing prospectuses as defined in Rule 433 of the 1933 Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicset forth in Schedule B hereto. As of :00 [a/p].m. 1:45 P.M. (New York Eastern time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 8 7(b) hereof.
Appears in 1 contract
Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPreliminary Prospectus dated February 25, 2019 and (ii) the issuer free writing prospectuses as defined in Rule 433 of the Securities Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicidentified in Annex I hereto. As of :00 [a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly the Representatives specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter through the Representatives consists of the information described as such in Section 8 hereof.
Appears in 1 contract
Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectus, if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the public. As of :00 [a/p].m. • (New York time) on the date of execution and delivery of this Agreement (the “Applicable Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter the Underwriters through BAS expressly the Representative specifically for use therein, it being understood and agreed that the only such information furnished by any Underwriter or on behalf of the Underwriters consists of the information described as such in Section 8 hereof.
Appears in 1 contract
Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectusPreliminary Prospectus dated March 24, 2008 and (ii) the issuer free writing prospectuses as defined in Rule 433 of the Securities Act (each, an “Issuer Free Writing Prospectus”), if any, as amended or supplemented, and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the publicidentified in Annex I hereto. As of :00 [a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Initial Sale Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to Parent or the Company in writing by any Underwriter through BAS the Representatives expressly for use therein, it being understood and agreed that the only such information furnished by any Underwriter through the Representatives consists of the information described as such in Section 8 hereof.
Appears in 1 contract
Disclosure Package. The term “Disclosure Package” shall mean (i) the preliminary prospectus, if any, prospectus relating to the Securities that was included in the Registration Statement immediately prior to the Applicable Time (as amended or supplemented, defined below) and (ii) a schedule indicating the number of Units being sold and the price at which the Units will be sold to the public. As of :00 [a/p].m. (New York time) on the date of execution and delivery of this Agreement (the “Applicable Time”), the Disclosure Package did not contain any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from the Disclosure Package based upon and in conformity with written information furnished to the Company by any Underwriter through BAS expressly for use therein, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 8 hereof.
Appears in 1 contract
Samples: Underwriting Agreement (National Security Solutions Inc.)