Distribution of Prospectus Sample Clauses

Distribution of Prospectus. None of the MarkWest Entities has distributed and, prior to the later to occur of (i) any Closing Date and (ii) completion of the distribution of the Firm Units or Additional Units, as the case may be, will not distribute, any prospectus (as defined under the Securities Act) in connection with the offering and sale of the Units other than any Preliminary Prospectus, the Prospectus, any Issuer Free Writing Prospectus, subject to the conditions in Section 1(j) of this Agreement, or other materials, if any, permitted by the Securities Act, including Rule 134 of the Rules and Regulations.
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Distribution of Prospectus. (a) Each Holder covenants and agrees that it will comply with the prospectus delivery requirements of the Securities Act as applicable to it or an exemption therefrom in connection with sale of Registrable Securities pursuant to the Registration Statement.
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Distribution of Prospectus. The Company has not distributed and, prior to the later to occur of (A) Closing Time and (B) completion of the distribution of the Securities, will not distribute any prospectus (as such term is defined in the 1933 Act and the 1933 Act Regulations) in connection with the offering and sale of the Securities other than the Registration Statement, any preliminary prospectus, the Prospectus or other materials, if any, permitted by the 1933 Act or by the 1933 Act Regulations and approved by the Underwriters.
Sample 1Sample 2See All (4)
Distribution of Prospectus. The Company has not distributed -------------------------- and will not distribute any prospectus or other offering material in connection with the offering and sale of the Shares, other than the Preliminary Prospectus or the Prospectus or other materials permitted by the Act and the Regulations to be distributed.
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Distribution of Prospectus. Subject to Clause 6.1, the Issuer irrevocably authorises the Authorised Participant to distribute copies of, and to make statements consistent with the contents of, the Base Prospectus, the relevant Final Terms relating to the relevant Series of ETP Securities, all documents and information in the public domain and all other documents and information supplied to the Authorised Participant for use in connection with the Programme and/or the relevant Series of ETP Securities, provided that if the Issuer notifies the Authorised Participant in writing that the Base Prospectus and/or the relevant Final Terms cannot be relied upon, by reason of a change in circumstances, the Authorised Participant shall only be entitled to distribute the Base Prospectus and the relevant Final Terms (unless and until updated, amended, supplemented or replaced) if it is accompanied by details (consistent with the notification from the Issuer) of the relevant change.
Sample 1
Distribution of Prospectus. 11 (xxxiv) Services Agreement............................................11 (b) Representations and Warranties by BJK&E..............................12 (i) Good Standing of BJK&E........................................12 (ii) Absence of Defaults and Conflicts.............................12 (iii) Beneficial Ownership..........................................12 (iv) Accurate Disclosure...........................................12 (v) Authorization of Agreement....................................12 (vi) [Reserved.]...................................................13 (vii) Absence of Manipulation.......................................13 (viii) Absence of Further Requirements...............................13 (ix) Restriction on Sale of Securities.............................13 (x) [Reserved.]...................................................13 (xi) No Association with NASD......................................14 (xii) Inter-corporate Agreements....................................14 (c) Officer's Certificates...............................................14 SECTION 2. Sale and Delivery to Underwriters; Closing....................14 (a) Initial Securities...................................................14 (b) Option Securities....................................................15 (c) Payment..............................................................15 (d) Denominations; Registration..........................................16 SECTION 3. Covenants of the Company......................................16
Sample 1
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Distribution of Prospectus. The Conversion shall be conducted in compliance with the Regulations and applicable SEC regulations. As soon as practicable after the prospectus prepared by the MHC has been declared effective by the Commissioner and the SEC, copies of the prospectus and order forms will be distributed to all Eligible Account Holders, Supplemental Eligible Account Holders, any Tax-Qualified Employee Plan and Employees, Officers, directors and trustees at their last known addresses appearing on the records of the Bank for the purpose of subscribing for shares of Holding Company Conversion Stock in the Subscription Offering and will be made available (if and when a Community Offering is held) for use by those Persons entitled to purchase in the Community Offering. Instead of distributing the prospectus and order forms, the MHC may distribute a notice of availability of the prospectus and the order form, together with a request card and a postage-prepaid return envelope for use in requesting such prospectus and order form. If the latter method is employed by the MHC, such notices shall be mailed to those eligible to subscribe in the Subscription Offering not less than thirty (30) calendar days before the expiration of the Subscription Offering.
Sample 1
Distribution of Prospectus. Subject to Clause 5.1, each Issuer irrevocably authorises each of the Dealers on its behalf, and each Dealer acknowledges to, and agrees with, each Issuer that it has only been authorised on behalf of each Issuer, to distribute copies of, and to make statements consistent with the contents of, the Prospectus, each Final Terms in respect of which it is a Relevant Dealer, all documents and information in the public domain and all other documents and information supplied to such Dealers by the Issuers for use in connection with the Programme.
Sample 1

Related to Distribution of Prospectus

  • Distribution of Prospectuses The Dealer Manager is familiar with Rule 15c2-8 under the Exchange Act, relating to the distribution of preliminary and final Prospectuses, and confirms that it has complied and will comply therewith.

  • Preparation of Prospectus Immediately following the execution of this Agreement, the Company will, subject to Section 3(b) hereof, prepare the Prospectus, which shall contain the selling terms of the Securities, the plan of distribution thereof and such other information as may be required by the 1933 Act or the 1933 Act Regulations or as the Representatives and the Company may deem appropriate, and, if requested by the Representatives, will prepare an Issuer Free Writing Prospectus containing the information set forth in Schedule II hereto and such other information as may be required by Rule 433 or as the Representatives and the Company may deem appropriate, and will file or transmit for filing with the Commission, the Prospectus in accordance with the provisions of Rule 430B and in the manner and within the time period required by Rule 424(b) (without reliance on Rule 424(b)(8)) and, if applicable, Rule 433(d), the Prospectus and any such Issuer Free Writing Prospectus.

  • Filing of Prospectus The Final Prospectus shall have been filed with the Commission in accordance with the Rules and Regulations and Section 5(a) hereof. No stop order suspending the effectiveness of the Registration Statement or of any part thereof shall have been issued and no proceedings for that purpose shall have been instituted or, to the knowledge of the Company or any Underwriter, shall be contemplated by the Commission.

  • Preliminary Prospectus No order preventing or suspending the use of any Preliminary Prospectus has been issued by the Commission, and each Preliminary Prospectus included in the Pricing Disclosure Package, at the time of filing thereof, complied in all material respects with the Securities Act, and no Preliminary Prospectus, at the time of filing thereof, contained any untrue statement of a material fact or omitted to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that the Company makes no representation or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by such Underwriter through the Representatives expressly for use in any Preliminary Prospectus, it being understood and agreed that the only such information furnished by any Underwriter consists of the information described as such in Section 7(b) hereof.

  • Statutory Prospectus If, at any time prior to the filing of the Prospectus pursuant to Rule 424(b), any event occurs as a result of which the Statutory Prospectus would include any untrue statement of a material fact or omit to state any material fact necessary to make the statements therein in the light of the circumstances under which they were made at such time not misleading, the Company will (i) notify promptly the Representative so that any use of the Statutory Prospectus may cease until it is amended or supplemented; (ii) amend or supplement the Statutory Prospectus to correct such statement or omission; and (iii) supply any amendment or supplement to you in such quantities as you may reasonably request.

  • Filing of Prospectus Supplement The Prospectus, and any supplement thereto, required by Rule 424 to be filed with the Commission have been filed in the manner and within the time period required by Rule 424(b) with respect to any sale of Shares; each Prospectus Supplement shall have been filed in the manner required by Rule 424(b) within the time period required hereunder and under the Act; any other material required to be filed by the Company pursuant to Rule 433(d) under the Act, shall have been filed with the Commission within the applicable time periods prescribed for such filings by Rule 433; and no stop order suspending the effectiveness of the Registration Statement or any notice objecting to its use shall have been issued and no proceedings for that purpose shall have been instituted or threatened.

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