Common use of Form and Dating Clause in Contracts

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company to the initial purchasers thereof and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be Rule 144A Notes or Regulation S Notes, as applicable.

Appears in 50 contracts

Samples: Senior Notes Indenture (Mativ Holdings, Inc.), Indenture (Matthews International Corp), Indenture (Permian Resources Corp)

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Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company Issuer to the initial purchasers thereof Initial Purchasers and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be Rule 144A Notes or Regulation S Notes, as applicable.

Appears in 9 contracts

Samples: Indenture (Forestar Group Inc.), Indenture (Howard Hughes Corp), Indenture (Howard Hughes Corp)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company Issuers to the initial purchasers thereof Initial Purchasers and (ii) resold, resold initially only to (1) QIBs in reliance on Rule Section 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons Persons (as defined in Regulation S). Such Initial Notes may thereafter be transferred to, among others, QIBs, purchasers in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be and, except as set forth below, IAIs in accordance with Rule 144A Notes or Regulation S Notes, as applicable501.

Appears in 6 contracts

Samples: Indenture (Realogy Holdings Corp.), Indenture (Realogy Group LLC), Indenture (Realogy Group LLC)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company to the initial purchasers thereof Initial Purchasers and (ii) resold, initially only to (1) persons reasonably believed to be QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons Persons (as defined in Regulation S) in reliance on Regulation S (“Regulation S Notes”). Additional Such Initial Notes may also thereafter be considered to be Rule 144A Notes or transferred to, among others, QIBs and purchasers in reliance on Regulation S Notes, as applicable.S.

Appears in 4 contracts

Samples: Block, Inc., Coinbase Global, Inc., Square, Inc.

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company Partnership to the initial purchasers thereof and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be Rule 144A Notes or Regulation S Notes, as applicable.

Appears in 4 contracts

Samples: Senior Notes Indenture (Equitrans Midstream Corp), Senior Notes Indenture (Equitrans Midstream Corp), Senior Notes Indenture (Equitrans Midstream Corp)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company Issuer to the initial purchasers thereof and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be Rule 144A Notes or Regulation S Notes, as applicable.

Appears in 3 contracts

Samples: Senior Notes Indenture (ModivCare Inc), Senior Secured Notes Indenture (DIEBOLD NIXDORF, Inc), Intercreditor Agreement (Spanish Broadcasting System Inc)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company Issuers to the initial purchasers thereof and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be Rule 144A Notes or Regulation S Notes, as applicable.

Appears in 3 contracts

Samples: Senior Secured (Talos Energy Inc.), Senior Secured (EnVen Energy Corp), Senior Notes Indenture (Woodside Homes, Inc.)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company to the initial purchasers thereof and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be Rule 144A Notes, Regulation S Notes or Regulation S IAI Notes, as applicable.

Appears in 3 contracts

Samples: Senior Notes Indenture (IHS Markit Ltd.), Senior Notes Indenture (IHS Markit Ltd.), Senior Notes Indenture (IHS Markit Ltd.)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company Issuer to the initial purchasers thereof Initial Purchasers and (ii) resold, resold initially only to (1) QIBs in reliance on Rule Section 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons Persons (as defined in Regulation S). Such Initial Notes may thereafter be transferred to, among others, QIBs, purchasers in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be and, except as set forth below, IAIs in accordance with Rule 144A Notes or Regulation S Notes, as applicable501.

Appears in 3 contracts

Samples: Indenture (Domus Holdings Corp), Indenture (Domus Holdings Corp), Indenture (Realogy Corp)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company to the initial purchasers thereof Initial Purchasers and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Such Initial Notes may also thereafter be considered to be Rule 144A Notes or transferred to, among others, QIBs, purchasers in reliance on Regulation S Notesand, except as applicableset forth below, IAIs.

Appears in 3 contracts

Samples: Indenture (Ero Copper Corp.), Indenture (New Gold Inc. /FI), Indenture (New Gold Inc. /FI)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company Issuers to the initial purchasers thereof and (ii) only resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Such Initial Notes may only thereafter be transferred to, among others, QIBs, and purchasers in reliance on Regulation S. Additional Notes may also be considered to be Rule 144A Notes or Regulation S Notes, as applicable.

Appears in 2 contracts

Samples: Indenture (Alliance Resource Partners Lp), Indenture (Alliance Holdings GP, L.P.)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company Issuer to the initial purchasers thereof Initial Purchasers and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Such Initial Notes may also thereafter be considered to be Rule 144A Notes or transferred to, among others, QIBs, purchasers in reliance on Regulation S Notesand, except as applicableset forth below, IAIs in accordance with Rule 501.

Appears in 2 contracts

Samples: Indenture (Universal Health Services Inc), Indenture (Universal Health Services Inc)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company to the initial purchasers thereof and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be Rule 144A Notes or Regulation S Notes, as applicable.

Appears in 2 contracts

Samples: Senior Notes Indenture (Garden SpinCo Corp), Senior Notes Indenture (Neogen Corp)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company to the initial purchasers thereof and (ii) resold, initially only to (1) persons reasonably believed to be QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be Rule 144A Notes, Regulation S Notes or Regulation S IAI Notes, as applicable.

Appears in 2 contracts

Samples: Senior Notes Indenture (Hanesbrands Inc.), Senior Notes Indenture (Hanesbrands Inc.)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company to the initial purchasers thereof in reliance on Section 4(a)(2) of the Securities Act (“4(a)(2) Notes”) and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional PIK Notes may also be considered to be 4(a)(2) Notes, Rule 144A Notes or Regulation S Notes, as applicable.

Appears in 2 contracts

Samples: Notes Indenture (WeWork Inc.), WeWork Inc.

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) be offered and sold by the Company to the initial purchasers thereof and (ii) resold, initially only to (1) persons reasonably believed to be QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be Rule 144A Notes or Regulation S Notes, as applicable.

Appears in 2 contracts

Samples: First Supplemental Indenture (Solventum Corp), First Supplemental Indenture (3m Co)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company to the initial purchasers thereof and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be Rule 144A Notes or Regulation S Notes, as applicable.

Appears in 1 contract

Samples: Indenture (Moodys Corp /De/)

Form and Dating. (a) (x) The Initial Notes issued on the date hereof shall be July 25, 2020 were (i) offered and sold by the Company Issuer to the initial purchasers thereof and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be Rule 144A Notes or Regulation S Notes, as applicable.

Appears in 1 contract

Samples: Supplemental Indenture (DIEBOLD NIXDORF, Inc)

Form and Dating. (a) (x) The Initial Notes issued on the date hereof shall be July 25, 2020 were (i) offered and sold by the Company to the initial purchasers thereof and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be Rule 144A Notes or Regulation S Notes, as applicable.

Appears in 1 contract

Samples: Supplemental Indenture (DIEBOLD NIXDORF, Inc)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered offered and sold by the Company to the initial purchasers thereof and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be Rule 144A Notes or Regulation S Notes, as applicable.

Appears in 1 contract

Samples: Supplemental Indenture

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company to the initial purchasers thereof Initial Purchasers and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be Rule 144A Notes or Regulation S Notes, as applicable.

Appears in 1 contract

Samples: Senior Notes Indenture (Darling Ingredients Inc.)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company to the initial purchasers thereof Initial Purchasers and (ii) resold, initially only to (1) to QIBs in reliance on Rule 144A ("Rule 144A Notes") and (2) Persons other than U.S. persons in reliance on Regulation S ("Regulation S Notes"). Additional Such Initial Notes may also thereafter be considered to be Rule 144A Notes or transferred to, among others, QIBs, and purchasers in reliance on Regulation S Notes, as applicable.S.

Appears in 1 contract

Samples: Indenture (Iamgold Corp)

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Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company to the initial purchasers thereof Initial Purchasers and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons outside the United States in reliance on Regulation S (“Regulation S Notes”). Additional Such Initial Notes may also thereafter be considered to be Rule 144A Notes or transferred to, among others, QIBs, purchasers in reliance on Regulation S Notesand, as applicableotherwise in accordance with applicable securities laws.

Appears in 1 contract

Samples: Indenture (Banro Corp)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold transferred by the Company to in connection with the initial purchasers thereof and (ii) resold, initially only settlement of the Exchange Offers to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be Rule 144A Notes or Regulation S Notes, as applicable.

Appears in 1 contract

Samples: First Supplemental Indenture (Coterra Energy Inc.)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company Issuer to the initial purchasers thereof Initial Purchasers and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be Rule 144A Notes or Regulation S Notes, as applicable.

Appears in 1 contract

Samples: Senior Notes Indenture (Darling Ingredients Inc.)

Form and Dating. (a) The Initial New Notes issued on the date hereof shall be (i) offered and sold by the Company to the initial purchasers thereof and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A NotesSecurities”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S NotesSecurities”). Additional Notes may also be considered to be Rule 144A Notes or Regulation S Notes, as applicable.

Appears in 1 contract

Samples: Supplemental Indenture (Oceaneering International Inc)

Form and Dating. (a) The Initial Notes issued on the date hereof Issue Date shall be (i) offered and sold by the Company to the initial purchasers thereof and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be Rule 144A Notes or Regulation S Notes, as applicable.

Appears in 1 contract

Samples: Senior Notes Indenture (CIMPRESS PLC)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company to the initial purchasers thereof and (ii) resold, initially only to (1) persons reasonably believed to be QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be Rule 144A Notes or Regulation S Notes, as applicable.

Appears in 1 contract

Samples: First Supplemental Indenture (Kyndryl Holdings, Inc.)

Form and Dating. (a) The Initial New Notes issued on the date hereof May 28, 2014 shall be (i) offered and sold by the Company Partnership to the initial purchasers thereof and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be Rule 144A Notes or Regulation S Notes, as applicable.

Appears in 1 contract

Samples: Sixth Supplemental Indenture (Energy Transfer Equity, L.P.)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company to the initial purchasers thereof Initial Purchasers and (ii) resold, initially only to (1) to QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Such Initial Notes may also thereafter be considered to be Rule 144A Notes or transferred to, among others, QIBs, and purchasers in reliance on Regulation S Notes, as applicable.S.

Appears in 1 contract

Samples: Indenture (Iamgold Corp)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered for exchange initially and sold by the Company to the initial purchasers thereof and (ii) resold, initially subsequently resold only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be Rule 144A Notes or Regulation S Notes, as applicable.

Appears in 1 contract

Samples: Indenture (Five Point Holdings, LLC)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company to the initial purchasers thereof and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be Rule 144A Notes or Regulation S Notes, as applicable.

Appears in 1 contract

Samples: Indenture (Intel Corp)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company Issuer to the initial purchasers thereof and (ii) resold, initially only to (1) persons reasonably believed to be QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Notes may also be considered to be Rule 144A Notes, Regulation S Notes or Regulation S IAI Notes, as applicable.

Appears in 1 contract

Samples: Senior Notes Indenture (Hanesbrands Inc.)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company to the initial purchasers thereof Initial Purchasers and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons Persons (as defined in Regulation S) in reliance on Regulation S (“Regulation S Notes”). Additional Such Initial Notes may also thereafter be considered to be Rule 144A Notes or transferred to, among others, QIBs and purchasers in reliance on Regulation S Notes, as applicable.S.

Appears in 1 contract

Samples: Indenture (Tesla, Inc.)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company Issuers to the initial purchasers thereof and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Following the Issue Date, the Notes may be transferred to Institutional Accredited Investors, subject to compliance with applicable law (“IAI Notes”). Additional Notes may also be considered to be Rule 144A Notes, Regulation S Notes or Regulation S IAI Notes, as applicable.

Appears in 1 contract

Samples: Senior Notes Indenture (Intrepid Aviation LTD)

Form and Dating. (a) The Initial Notes issued on the date hereof shall be (i) offered and sold by the Company to the initial purchasers thereof Initial Purchasers and (ii) resold, initially only to (1) QIBs in reliance on Rule 144A (“Rule 144A Notes”) and (2) Persons other than U.S. persons in reliance on Regulation S (“Regulation S Notes”). Additional Such Initial Notes may also thereafter be considered to be Rule 144A Notes or transferred to, among others, QIBs, and purchasers in reliance on Regulation S Notes, as applicable.S.

Appears in 1 contract

Samples: Indenture (Iamgold Corp)

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