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.
Distribution of Prospectuses. At any time at or after the execution of this Agreement, to make, directly or indirectly, no offer or sale of any Units by means of any “prospectus” (within the meaning of the Act), or use any “prospectus” (within the meaning of the Act) in connection with the offer or sale of the Units, in each case other than the Prospectus;
Distribution of Prospectuses. Not, at any time at or after the execution of this Agreement, to, directly or indirectly, offer or sell any Units by means of any “prospectus” (within the meaning of the Securities Act), or use any “prospectus” (within the meaning of the Securities Act) in connection with the offer or sale of the Units, in each case other than the Prospectus and any Issuer Free Writing Prospectus identified on Schedule D attached hereto.
Distribution of Prospectuses. The Companies have not distributed and, prior to the later to occur of (A) Closing Time and (B) completion of the distribution of the Units, 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 Units other than the Registration Statement, any preliminary prospectus, the Prospectuses or other materials, if any, permitted by the 1933 Act or by the 1933 Act Regulations and approved by the U.S. Representatives.
Distribution of Prospectuses. Offering Circulars. We are familiar with Securities Act of 1933 Release No. 4968 and Rule 15c-2-8 under the 1934 Act, relating to the distribution of preliminary and final prospectuses, and we confirm that we will comply therewith, to the extent applicable, in connection with any sale of Securities. You shall cause to be made available to us, to the extent made available to you by the Issuer, such number of copies of the Prospectus as we may reasonably request for purposes contemplated by the 1933 Act, the 1934 Act and the rules and regulations thereunder. Our Acceptance of an Invitation relating to an offering made pursuant to an Offering Circular shall constitute our agreement that, if requested by you, we will furnish a copy of any amendment to a preliminary or final Offering Circular to each person to whom we shall have furnished a previous preliminary or final Offering Circular. Our Acceptance shall constitute our confirmation that we have delivered and our agreement that we will deliver all preliminary and final Offering Circulars required for compliance with the applicable federal and state laws and the applicable rules and regulations of any regulatory body promulgated thereunder governing the use and distribution of offering circulars by underwriters and any additional instructions contained in the Invitation and, to the extent consistent with such laws, rules and regulations, our Acceptance shall constitute our confirmation that we have delivered and our agreement that we will deliver all preliminary and final Offering Circulars which would be required if the provisions of Rule 15c-2-8 (or any successor provision) under the 1934 Act applied to such offering.
Distribution of Prospectuses. The Distributor 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.
Distribution of Prospectuses. 16 (b) Officer's Certificates . . . . . . . . . . . . . . . . . . . . 17 SECTION 2. Sale and Delivery to Managers; Closing . . . . . . . . . . . . 17 (a) Initial International Units. . . . . . . . . . . . . . . . . . 17 (b) International Option Units . . . . . . . . . . . . . . . . . . 17 (c) Payment. . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 (d) Denominations; Registration. . . . . . . . . . . . . . . . . . 18 SECTION 3. Covenants of the Companies . . . . . . . . . . . . . . . . . . 18 (a) Compliance with Securities Regulations and Commission Requests . . . . . . . . . . . . . . . . . . . . . . . . . . . 18 (b)
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. To the extent that the Prospectus is delivered to prospective investors in electronic form by the Dealer Manager, the Dealer Manager represents and warrants that it will:
(a) ensure that the investor or prospective investor has given his, her or its informed consent to receive the Prospectus, in electronic form, such consent has not been revoked, and retain a written record of such investor or prospective investor consent;
(b) ensure that the investor or prospective investor receives timely, adequate, and direct notice when the Prospectus has been delivered in electronic form;
(c) ensure that the Prospectus was delivered at or prior to the time of sale and prior to the time of settlement of any sale, in accordance with applicable law; and
(d) not impose a (i) cost on any investor or prospective investor who receives the Prospectus in paper form or (ii) discount on any investor who receives the Prospectus in electronic form. To the extent that the Prospectus is delivered to prospective investors in electronic form by Participating Broker-Dealers, the Dealer Manager will require such Participating Broker-Dealers to make the representations and warranties set forth in this Section 4.9, which representations and warranties when obtained from the Participating Broker Dealer by the Dealer Manager shall be deemed to satisfy Dealer Manager’s representations and warranties set forth in this Section 4.9 with respect those offers and sales made by such Participating Broker-Dealer.
Distribution of Prospectuses. Except as permitted by the 1933 Act, the Company has not distributed and, prior to the later to occur of the Closing Time (and, if any U.S. Option Securities are purchased, at the Date of Delivery) and completion of the distribution of the securities, will not distribute any offering material in connection with the offering and sale of the Securities other than the preliminary prospectuses and the Prospectuses.
Distribution of Prospectuses. The Partnership agrees that it will not, at any time at or after the execution of this Agreement, offer or sell any Units by means of any “prospectus” (within the meaning of the Act), or use any “prospectus” (within the meaning of the Act) in connection with the offer or sale of the Units, in each case other than the Disclosure Package or the Prospectus.
