Common use of Documents available on website Clause in Contracts

Documents available on website. Copies of this Announcement and the documents listed below will, by no later than 12.00 noon on the Business Day following the date of this Announcement until the Scheme has become Effective or has lapsed or been withdrawn, be made available (subject to certain restrictions relating to persons resident in Restricted Jurisdictions), free of charge, at xxxxx://xxx.xxxxxxxxxxxxxxx.xxx/investors/disclaimer/ and xxxxx://xxxxxxxxx.xxxxxxxx.xxx/overview/. Save as expressly referred to in this Announcement, the contents of such websites (including the documents listed below) are not incorporated into and do not form part of this Announcement. • this Announcement; • the irrevocable undertakings referred to in paragraph 6 above; • the non-binding letters of intent referred to in paragraph 6 above; • the Confidentiality Agreement referred to in paragraph 12 above; • the Joint Defence Agreement referred to in paragraph 12 above; • the Cooperation Agreement referred to in paragraph 12 above; and • the consent letters from each of Canaccord and Jefferies. Enquiries Air Partner Xxxx Xxxxxx, Chief Executive Officer Xxxxxx Xxxxxx, Chief Financial Officer +00 (0)0000 000000 Canaccord (Financial Adviser to Air Partner) Xxxxxx Xxxxxxx Xxxxxxxx McCooke Xxxxx Xxxx +00 (0) 00 0000 0000 XX Xxxxxx (Financial PR Adviser to Air Partner) Xxx Xxxxxxx Xxxxxx XxxXxxxxx xxxxxxxxxx@xxxxxxxx.xxx +00 (0)0000 000 000 +00 (0)0000 000 000 BidCo and Wheels Up Xxxxx Xxxxxxxxx Xxxx Xxxxxxxx +1(0)855-FLY-8760 Jefferies (Financial Adviser to BidCo and Wheels Up) Xxxx Xxxxxxx Xxxx Xxxxxxx Xxxxx Xxxxxx +00 (0) 000 000 0000 Xxxxxx & Xxxxxx Xxxx Xxxxxxx LLP is acting a legal adviser to BidCo and Wheels Up. Ashurst LLP is acting as legal adviser to Air Partner. Important Notices Canaccord Genuity Limited (“Canaccord”), which is authorised and regulated by the FCA in the United Kingdom, is acting exclusively as financial adviser to Air Partner and no one else in connection with the matters described in this Announcement and will not be responsible to anyone other than Air Partner for providing the protections afforded to clients of Canaccord nor for providing advice in connection with any matter referred to herein. Neither Canaccord nor any of its affiliates (nor their respective directors, officers, employees or agents) owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Canaccord in connection with this Announcement, any statement contained herein, the Acquisition or otherwise. Canaccord has given, and not withdrawn, its consent to the inclusion of its advice in this Announcement in the form and context in which it is included. Xxxxxxxxx International Limited (“Jefferies”), which is authorised and regulated in the UK by the FCA, is acting exclusively for BidCo and Wheels Up and no-one else in connection with the Acquisition and shall not be responsible to anyone other than BidCo and Wheels Up for providing the protections afforded to clients of Jefferies nor for providing advice in connection with the Acquisition or any matter referred to herein. Neither Jefferies, nor any of its affiliates, subsidiaries or branches owes or accepts any duty, liability or responsibility whatsoever (whether direct, or indirect, whether in contract, in tort, under statute or otherwise) to any person other than BidCo and Wheels Up in connection with the Acquisition, any statement contained herein or otherwise.

Appears in 1 contract

Samples: Agreement

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Documents available on website. Copies of this Announcement and the following documents listed below will, will published by no later than 12.00 12 noon (London time) on the Business Day day following the date of this Announcement until the Scheme has become Effective or has lapsed or been withdrawn, on Paddy Power’s website at xxx.xxxxxxxxxxxxx.xxx and on Betfair’s website at xxxx://xxxxxxxxx.xxxxxxx.xxx and will be made available (subject to certain restrictions relating to persons resident in Restricted Jurisdictions), free until the end of charge, at xxxxx://xxx.xxxxxxxxxxxxxxx.xxx/investors/disclaimer/ and xxxxx://xxxxxxxxx.xxxxxxxx.xxx/overview/. Save as expressly referred to in this Announcement, the contents Offer Period: • a copy of such websites (including the documents listed below) are not incorporated into and do not form part of this Announcement. • this Announcement; • the irrevocable undertakings referred to in paragraph 6 above; • the non-binding letters of intent referred 5 and set out in Appendix III to in paragraph 6 abovethis Announcement; • the Confidentiality Agreement referred to in paragraph 12 above15; and • the Joint Defence Co-operation Agreement referred to in paragraph 12 above; • the Cooperation Agreement referred to in paragraph 12 above; and • the consent letters from each of Canaccord and Jefferies15. Enquiries Air Partner Xxxx XxxxxxEnquiries: Paddy Power plc Xxxxxx XxXxxxxx +000 (0) 0 000 0000 Xxxxxxxxx Xxxxxxx, Chief Executive Officer Xxxxxx Xxxxxx, Chief Financial Officer +00 (0)0000 000000 Canaccord (Financial Adviser to Air Partner) Xxxxxx Xxxxxxx Xxxxxxxx McCooke Xxxxx Xxxx Corporate Affairs +00 (0) 00 000 000 0000 0000 XX Xxxxxx Xxxxxxx (Financial PR Adviser adviser to Air Partner) Xxx Xxxxxxx Xxxxxx XxxXxxxxx xxxxxxxxxx@xxxxxxxx.xxx +00 (0)0000 000 000 +00 (0)0000 000 000 BidCo and Wheels Up Xxxxx Xxxxxxxxx Xxxx Xxxxxxxx +1(0)855-FLY-8760 Jefferies (Financial Adviser to BidCo and Wheels UpPaddy Power) Xxxx Xxxxxxx Xxxx Xxxxxxx Xxxxx Xxxxxx +00 (0) 000 000 0000 Xxxxxx & Xxxxxx Xxxx Xxxxxxxx Xxxxxxx LLP is acting a legal Xxxxx Xxxxxxxxx IBI Corporate Finance (Financial adviser to BidCo Paddy Power) Xxx Xxxxxxx +000 (0) 0 0000 0000 Ger Xxxxxxxxx Xxxxxxxx X’Xxxxxxxxxxx Xxxxxxxx (Corporate broker to Paddy Power) Xxxxx Xxxxxx +000 (0) 0 000 0000 Finsbury (Public relations adviser to Paddy Power) Xxxxx XxXxxxxxxxx +00 (0) 000 000 0000 Xxxxx Xxxxxx Xxxxxxx (Public relations adviser to Paddy Power) Xxxxx Xxxxxx +000 (0) 0000000 Xxxxx Xxxxxx Betfair Group plc Xxxx Xxxxxxx, Investor Relations +00 (0) 000 000 0000 Xxxxx Midmer, Corporate Communications +00 (0) 000 000 0000 Xxxxxxx Sachs (Financial adviser and Wheels Up. Ashurst LLP corporate broker to Betfair) Xxxxxxx Xxxxxx +00 (0) 000 000 0000 Xxxx Xxxxxx Xxxxxxx Xxxxxx Xxxxxxx Xxxxxxx (Corporate Broking) Powerscourt (Public relations adviser to Betfair) Xxxx Xxxxxx +00 (0) 000 000 0000 Xxxxxxxx Xxxxxx-Xxxxx Important notices Xxxxxx Xxxxxxx which is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority in the United Kingdom is acting as legal financial adviser to Air PartnerPaddy Power and no one else in connection with the Merger. Important Notices Canaccord Genuity Limited (“Canaccord”)In connection with such matters, Xxxxxx Xxxxxxx, its affiliates and their respective directors, officers, employees and agents will not regard any other person as their client, nor will they be responsible to any other person for providing the protections afforded to their clients or for providing advice in relation to the Merger, the contents of this Announcement or any other matter referred to herein. IBI Corporate Finance, which is regulated in Ireland by the Central Bank of Ireland, is acting exclusively for Paddy Power and for no one else in connection with the Merger and will not be responsible to anyone other than Paddy Power for providing the protections afforded to customers of IBI Corporate Finance or for providing advice in relation to the Merger, the contents of this Announcement or any transaction or arrangement referred to herein. Goodbody Stockbrokers, trading as Goodbody, which is regulated in Ireland by the Central Bank of Ireland, is acting exclusively for Paddy Power and for no one else in connection with the Merger and will not be responsible to anyone other than Paddy Power for providing the protections afforded to customers of Goodbody or for providing advice in relation to the Merger, the contents of this Announcement or any transaction or arrangement referred to herein. Xxxxxxx Xxxxx, which is authorised by the Prudential Regulation Authority and regulated by the FCA Financial Conduct Authority and the Prudential Regulation Authority in the United Kingdom, is acting exclusively as financial adviser to Air Partner for Betfair and no one else in connection with the matters described referred to in this Announcement and will not be responsible to anyone other than Air Partner Betfair for providing the protections afforded to clients of Canaccord nor for providing advice in connection with any matter referred to herein. Neither Canaccord nor any of its affiliates (nor their respective directorsXxxxxxx Sachs, officers, employees or agents) owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Canaccord in connection with this Announcement, any statement contained herein, the Acquisition or otherwise. Canaccord has given, and not withdrawn, its consent to the inclusion of its advice in this Announcement in the form and context in which it is included. Xxxxxxxxx International Limited (“Jefferies”), which is authorised and regulated in the UK by the FCA, is acting exclusively for BidCo and Wheels Up and no-one else in connection with the Acquisition and shall not be responsible to anyone other than BidCo and Wheels Up for providing the protections afforded to clients of Jefferies nor for providing advice in connection with the Acquisition Merger, the contents of this Announcement or any other matter referred to herein. Neither Jefferies, nor any of its affiliates, subsidiaries or branches owes or accepts any duty, liability or responsibility whatsoever (whether direct, or indirect, whether in contract, in tort, under statute or otherwise) to any person other than BidCo and Wheels Up in connection with the Acquisition, any statement contained herein or otherwise.Forward-looking statements

Appears in 1 contract

Samples: Paddy Power

Documents available on website. Copies of this Announcement and the following documents listed below will, by no later than 12.00 noon on the Business Day following the date of this Announcement until the Scheme has become Effective or has lapsed or been withdrawn, shall be made available (subject to certain restrictions relating to persons resident in Restricted Jurisdictions)on Keysight’s and Spirent’s websites at xxxx://xxxxxxxx.xxxxxxxx.xxx/investor-resources/proposed-acquisition-of-spirent and xxxxx://xxxxxxxxx.xxxxxxx.xxx, free of chargerespectively, at xxxxx://xxx.xxxxxxxxxxxxxxx.xxx/investors/disclaimer/ and xxxxx://xxxxxxxxx.xxxxxxxx.xxx/overview/. Save as expressly referred to in this Announcement, until the contents of such websites (including Effective Date: • the documents listed below) are not incorporated into and do not form part of this Announcement. • this AnnouncementConfidentiality Agreement; • the irrevocable undertakings Clean Team Agreement; • the Confidentiality and Joint Defence Agreement; • the Co-operation Agreement; • documents relating to the financing of the Acquisition referred to in paragraph 6 13 above; • the non-binding letters of intent referred consents from Centerview, Evercore, Rothschild, UBS and Jefferies to being named in paragraph 6 above; • the Confidentiality Agreement referred to in paragraph 12 above; • the Joint Defence Agreement referred to in paragraph 12 above; • the Cooperation Agreement referred to in paragraph 12 abovethis announcement; and • the consent letters from each of Canaccord and Jefferiesthis announcement. Enquiries Air Partner Enquiries: Keysight Technologies Inc. Tel: +0 (000) 000-0000 Xxxxx X. Xxxx, Vice President, Treasurer & Investor Relations Xxxxxxx X. Xx, Senior Vice President, General Counsel & Secretary Centerview (Joint Lead Financial Adviser to Keysight) London: Xxxxxxxx Xxxxx, Xxxx Xxxx, Xxx Xxxxxxx Menlo Park: Xxxxx Xxxxxx, Xxxx XxxXxxxxx, Xxxx Xxxxxx Tel: +00 (0)00 0000 0000 Tel: +0 (000) 000 0000 Evercore (Joint Lead Financial Adviser to Keysight) London: Xxxxxx Xxxxxx, Xxxxx Xxxxxx, Xxxx Xxxxxxx New York: Xxx Xxxxxx, Xxxxx Xxxxxxxxxx, Xxxx Xxxxxxxx Tel: +00 (0)00 0000 0000 Tel: +0 (000) 000 0000 Teneo (Public Relations Adviser to Keysight) Tel: +00 (0)00 0000 0000 Xxxxxx Xxxxxxxx Xxxxxx Xxxxxx Xxxxxx Xxxxx Spirent Communications plc Tel: +00 (0)00 0000 0000 Xxxx Xxxxxx, Chief Executive Officer Xxxxxx XxxxxxXxxxx Xxxx, Chief Financial & Operations Officer Xxxxx Xxxxxx, Company Secretary & General Counsel Rothschild & Co (Joint Lead Financial Adviser to Spirent) Tel: +00 (0)0000 000000 Canaccord 0)00 0000 0000 Xxxxxxx Xxxxxxxx Xxxxxxxx Xxxxxx Xxxxx Xxxxx UBS (Joint Lead Financial Adviser and Corporate Broker to Spirent) Tel: +00 (0)00 0000 0000 Xxxxx Xxxxxxx Xxxxxx Xxxxxxx Xxxx Xxxxxxx Xxxxxxxxx (Financial Adviser and Corporate Broker to Air PartnerSpirent) Tel: +00 (0)00 0000 0000 Xxxxxx Xxxxxxx Xxxxxxxx McCooke Xxxxx Xxxx Xxxxxxxxx Xx Xxxxxxxx Dentons Global Advisers (Public Relations Adviser to Spirent) Tel: +00 (0) 00 0000 0000 XX Xxxxxx (Financial PR Adviser to Air Partner) Xxx Xxxxxxx Xxxxxx XxxXxxxxx xxxxxxxxxx@xxxxxxxx.xxx +00 (0)0000 000 000 +00 (0)0000 000 000 BidCo and Wheels Up Xxxxx Xxxxxxxx-Xxxx Xxxxx Xxxxxxxxx Xxxx Xxxxxx Freshfields Bruckhaus Xxxxxxxx +1(0)855-FLY-8760 Jefferies (Financial Adviser LLP and WilmerHale are retained as legal advisers to BidCo and Wheels Up) Xxxx Xxxxxxx Xxxx Xxxxxxx Xxxxx Xxxxxx +00 (0) 000 000 0000 Xxxxxx & Xxxxxx Xxxx Xxxxxxx Keysight. Xxxxxxxxxx LLP is acting a legal adviser to BidCo and Wheels Up. Ashurst LLP is acting retained as legal adviser to Air PartnerSpirent. Important Notices Canaccord Genuity Limited (“Canaccord”)BNP Paribas Securities Corp. and Citibank, which is authorised N.A. are providing financing to Keysight and regulated by the FCA have also provided financial advice to Keysight in the United Kingdom, is acting exclusively as financial adviser to Air Partner and no one else in connection with the matters described in this Announcement and will not be responsible to anyone other than Air Partner for providing the protections afforded to clients of Canaccord nor for providing advice in connection with any matter referred to herein. Neither Canaccord nor any of its affiliates (nor their respective directors, officers, employees or agents) owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Canaccord in connection with this Announcement, any statement contained herein, the Acquisition or otherwise. Canaccord has given, and not withdrawn, its consent relation to the inclusion Acquisition. This announcement contains inside information in relation to Spirent. The person responsible for arranging the release of its advice in this Announcement in the form and context in which it announcement on behalf of Spirent is included. Xxxxxxxxx International Limited (“Jefferies”)Xxxxx Xxxxxx, which is authorised and regulated in the UK by the FCA, is acting exclusively for BidCo and Wheels Up and no-one else in connection with the Acquisition and shall not be responsible to anyone other than BidCo and Wheels Up for providing the protections afforded to clients of Jefferies nor for providing advice in connection with the Acquisition or any matter referred to herein. Neither Jefferies, nor any of its affiliates, subsidiaries or branches owes or accepts any duty, liability or responsibility whatsoever (whether direct, or indirect, whether in contract, in tort, under statute or otherwise) to any person other than BidCo and Wheels Up in connection with the Acquisition, any statement contained herein or otherwiseCompany Secretary & General Counsel.

Appears in 1 contract

Samples: q4live.s22.clientfiles.s3-website-us-east-1.amazonaws.com

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Documents available on website. Copies of this Announcement and the following documents listed below will, will published by no later than 12.00 12 noon (London time) on the Business Day day following the date of this Announcement until the Scheme has become Effective or has lapsed or been withdrawn, on Paddy Power’s website at xxx.xxxxxxxxxxxxx.xxx and on Betfair’s website at xxxx://xxxxxxxxx.xxxxxxx.xxx and will be made available (subject to certain restrictions relating to persons resident in Restricted Jurisdictions), free until the end of charge, at xxxxx://xxx.xxxxxxxxxxxxxxx.xxx/investors/disclaimer/ and xxxxx://xxxxxxxxx.xxxxxxxx.xxx/overview/. Save as expressly referred to in this Announcement, the contents Offer Period: • a copy of such websites (including the documents listed below) are not incorporated into and do not form part of this Announcement. • this Announcement; • the irrevocable undertakings referred to in paragraph 6 above; • the non-binding letters of intent referred 5 and set out in Appendix III to in paragraph 6 abovethis Announcement; • the Confidentiality Agreement referred to in paragraph 12 above15; and • the Joint Defence Co-operation Agreement referred to in paragraph 12 above; • the Cooperation Agreement referred to in paragraph 12 above; and • the consent letters from each of Canaccord and Jefferies15. Enquiries Air Partner Xxxx XxxxxxEnquiries: Paddy Power plc Xxxxxx XxXxxxxx +000 (0) 0 000 0000 Xxxxxxxxx Xxxxxxx, Chief Executive Officer Xxxxxx Xxxxxx, Chief Financial Officer +00 (0)0000 000000 Canaccord (Financial Adviser to Air Partner) Xxxxxx Xxxxxxx Xxxxxxxx McCooke Xxxxx Xxxx Corporate Affairs +00 (0) 00 000 000 0000 0000 XX Xxxxxx Xxxxxxx (Financial PR Adviser adviser to Air Partner) Xxx Xxxxxxx Xxxxxx XxxXxxxxx xxxxxxxxxx@xxxxxxxx.xxx +00 (0)0000 000 000 +00 (0)0000 000 000 BidCo and Wheels Up Xxxxx Xxxxxxxxx Xxxx Xxxxxxxx +1(0)855-FLY-8760 Jefferies (Financial Adviser to BidCo and Wheels UpPaddy Power) Xxxx Xxxxxxx Xxxx Xxxxxxx Xxxxx Xxxxxx +00 (0) 000 000 0000 Xxxxxx & Xxxxxx Xxxx Xxxxxxxx Xxxxxxx LLP is acting a legal Xxxxx Xxxxxxxxx IBI Corporate Finance (Financial adviser to BidCo Paddy Power) Xxx Xxxxxxx +000 (0) 0 0000 0000 Xxx Xxxxxxxxx Xxxxxxxx X’Xxxxxxxxxxx Xxxxxxxx (Corporate broker to Paddy Power) Xxxxx Xxxxxx +000 (0) 0 000 0000 Finsbury (Public relations adviser to Paddy Power) Xxxxx XxXxxxxxxxx +00 (0) 000 000 0000 Xxxxx Xxxxxx Xxxxxxx (Public relations adviser to Paddy Power) Xxxxx Xxxxxx +000 (0) 0000000 Xxxxx Xxxxxx Betfair Group plc Xxxx Xxxxxxx, Investor Relations +00 (0) 000 000 0000 Xxxxx Xxxxxx, Corporate Communications +00 (0) 000 000 0000 Xxxxxxx Xxxxx (Financial adviser and Wheels Up. Ashurst LLP corporate broker to Betfair) Xxxxxxx Xxxxxx +00 (0) 000 000 0000 Xxxx Xxxxxx Xxxxxxx Xxxxxx Xxxxxxx Xxxxxxx (Corporate Broking) Powerscourt (Public relations adviser to Betfair) Xxxx Xxxxxx +00 (0) 000 000 0000 Xxxxxxxx Xxxxxx-Xxxxx Important notices Xxxxxx Xxxxxxx which is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority in the United Kingdom is acting as legal financial adviser to Air PartnerPaddy Power and no one else in connection with the Merger. Important Notices Canaccord Genuity Limited (“Canaccord”)In connection with such matters, Xxxxxx Xxxxxxx, its affiliates and their respective directors, officers, employees and agents will not regard any other person as their client, nor will they be responsible to any other person for providing the protections afforded to their clients or for providing advice in relation to the Merger, the contents of this Announcement or any other matter referred to herein. IBI Corporate Finance, which is regulated in Ireland by the Central Bank of Ireland, is acting exclusively for Paddy Power and for no one else in connection with the Merger and will not be responsible to anyone other than Paddy Power for providing the protections afforded to customers of IBI Corporate Finance or for providing advice in relation to the Merger, the contents of this Announcement or any transaction or arrangement referred to herein. Goodbody Stockbrokers, trading as Goodbody, which is regulated in Ireland by the Central Bank of Ireland, is acting exclusively for Paddy Power and for no one else in connection with the Merger and will not be responsible to anyone other than Paddy Power for providing the protections afforded to customers of Goodbody or for providing advice in relation to the Merger, the contents of this Announcement or any transaction or arrangement referred to herein. Xxxxxxx Xxxxx, which is authorised by the Prudential Regulation Authority and regulated by the FCA Financial Conduct Authority and the Prudential Regulation Authority in the United Kingdom, is acting exclusively as financial adviser to Air Partner for Betfair and no one else in connection with the matters described referred to in this Announcement and will not be responsible to anyone other than Air Partner Betfair for providing the protections afforded to clients of Canaccord nor for providing advice in connection with any matter referred to herein. Neither Canaccord nor any of its affiliates (nor their respective directorsXxxxxxx Sachs, officers, employees or agents) owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Canaccord in connection with this Announcement, any statement contained herein, the Acquisition or otherwise. Canaccord has given, and not withdrawn, its consent to the inclusion of its advice in this Announcement in the form and context in which it is included. Xxxxxxxxx International Limited (“Jefferies”), which is authorised and regulated in the UK by the FCA, is acting exclusively for BidCo and Wheels Up and no-one else in connection with the Acquisition and shall not be responsible to anyone other than BidCo and Wheels Up for providing the protections afforded to clients of Jefferies nor for providing advice in connection with the Acquisition Merger, the contents of this Announcement or any other matter referred to herein. Neither Jefferies, nor any of its affiliates, subsidiaries or branches owes or accepts any duty, liability or responsibility whatsoever (whether direct, or indirect, whether in contract, in tort, under statute or otherwise) to any person other than BidCo and Wheels Up in connection with the Acquisition, any statement contained herein or otherwise.Forward-looking statements

Appears in 1 contract

Samples: Paddy Power

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