Common use of Ineligible Issuer Status Clause in Contracts

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405.

Appears in 30 contracts

Samples: Underwriting Agreement (Global Payments Inc), Underwriting Agreement (Global Payments Inc), Underwriting Agreement (Talos Energy Inc.)

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Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) under the Securities Act) of the Offered Securities Notes and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,Ineligible Issuer(as defined in Rule 405405 under the Securities Act).

Appears in 16 contracts

Samples: Underwriting Agreement (Wells Fargo & Company/Mn), Underwriting Agreement (Wells Fargo & Company/Mn), Underwriting Agreement (Wells Fargo & Company/Mn)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company Company, the Guarantor or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (ii) at the date of this Agreement, each of the Company and the Guarantor was not and is not an “ineligible issuer,” as defined in Rule 405.

Appears in 12 contracts

Samples: Underwriting Agreement (Aon PLC), Underwriting Agreement (Aon PLC), Underwriting Agreement (Aon PLC)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) under the Securities Act) of the Offered Securities Shares and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,Ineligible Issuer(as defined in Rule 405405 under the Securities Act).

Appears in 12 contracts

Samples: Underwriting Agreement (Wells Fargo & Company/Mn), Underwriting Agreement (Wells Fargo & Company/Mn), Underwriting Agreement (Wells Fargo & Company/Mn)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” ”, as defined in Rule 405.

Appears in 7 contracts

Samples: Underwriting Agreement (State Street Corp), Underwriting Agreement (State Street Corp), Underwriting Agreement (State Street Corp)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made makes a bona fide offer (within the meaning of Rule 164(h)(2)) under the Securities Act) of the Offered Securities and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405405 under the Securities Act.

Appears in 7 contracts

Samples: Underwriting Agreement (Associated Banc-Corp), Underwriting Agreement (Associated Banc-Corp), Underwriting Agreement (Associated Banc-Corp)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405.

Appears in 6 contracts

Samples: Underwriting Agreement (Talos Energy Inc.), Underwriting Agreement (Analog Devices Inc), Underwriting Agreement (STATE STREET Corp)

Ineligible Issuer Status. (iA) At the earliest time after the initial filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (iiB) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405.

Appears in 6 contracts

Samples: Equity Distribution Agreement (Invesco Mortgage Capital Inc.), Equity Distribution Agreement (Invesco Mortgage Capital Inc.), Equity Distribution Agreement (Invesco Mortgage Capital Inc.)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of under the Offered Securities Act and (ii) at as of the Execution Time (with such date being used as the determination date for purposes of this Agreementclause (ii)), the Company was not and is not an “ineligible issuer,” Ineligible Issuer (as defined in Rule 405), without taking account of any determination by the SEC pursuant to Rule 405 that it is not necessary that the Company be considered an Ineligible Issuer.

Appears in 5 contracts

Samples: Underwriting Agreement (Dana Inc), Underwriting Agreement (Dana Inc), Underwriting Agreement (Dana Inc)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (ii) at on the date of this Agreement, the Company was not and is not an “ineligible issuer,” ”, as defined in Rule 405.

Appears in 5 contracts

Samples: Underwriting Agreement (State Street Corp), Underwriting Agreement (State Street Corp), Underwriting Agreement (State Street Corp)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities Notes and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405.

Appears in 5 contracts

Samples: Underwriting Agreement (Otis Worldwide Corp), Underwriting Agreement (Otis Worldwide Corp), Underwriting Agreement (Otis Worldwide Corp)

Ineligible Issuer Status. (i) At the earliest time after the of initial filing of the Registration Statement Statement, at the earliest time thereafter that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities Securities, and (ii) at on the date of this Agreement, the Company was not and is not an “ineligible issuer,” ”, as defined in Rule 405.

Appears in 5 contracts

Samples: Underwriting Agreement (State Street Corp), Underwriting Agreement (State Street Corp), Underwriting Agreement (State Street Corp)

Ineligible Issuer Status. (iA) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of under the Offered Securities Act) and (iiB) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405 under the Securities Act (“Rule 405”) (without taking into account any determination by the Commission pursuant to Rule 405 that it is not necessary that the Company be considered an “ineligible issuer” as defined in Rule 405).

Appears in 4 contracts

Samples: Equity Distribution Agreement (Ellington Financial Inc.), Equity Distribution Agreement (Ellington Financial Inc.), Equity Distribution Agreement (Ellington Financial Inc.)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company Company, the Issuer or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities Securities, neither the Company nor the Issuer was and (ii) at the date of this Agreement, neither the Company was not and nor the Issuer is not an “ineligible issuer,” as defined in Rule 405.

Appears in 4 contracts

Samples: Underwriting Agreement (LyondellBasell Industries N.V.), Underwriting Agreement (LyondellBasell Industries N.V.), Underwriting Agreement (LyondellBasell Industries N.V.)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) under the Act) of the Offered Securities and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405405 under the Act.

Appears in 4 contracts

Samples: Underwriting Agreement (Misys PLC), Underwriting Agreement (Misys PLC), Underwriting Agreement (Allscripts Healthcare Solutions, Inc.)

Ineligible Issuer Status. (iA) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (iiB) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405, (without taking into account any determination by the Commission pursuant to Rule 405 that it is not necessary that the Company be considered an “ineligible issuer” as defined in Rule 405).

Appears in 3 contracts

Samples: Underwriting Agreement (Ellington Financial LLC), Underwriting Agreement (Ellington Financial LLC), Underwriting Agreement (Ellington Financial LLC)

Ineligible Issuer Status. (i) At the time of filing the Original Registration Statement, at the earliest time after the filing of the Registration Statement thereafter that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) under the Securities Act) of the Offered Securities Shares, and (ii) at the date of this Agreementhereof, the Company was not and is not an “ineligible issuer,” as defined in Rule 405405 under the Securities Act.

Appears in 3 contracts

Samples: Atm Agency Agreement (India Globalization Capital, Inc.), Atm Agency Agreement (India Globalization Capital, Inc.), Atm Agency Agreement (India Globalization Capital, Inc.)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company Selling Shareholder or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405.

Appears in 3 contracts

Samples: Underwriting Agreement (Fiserv Inc), Underwriting Agreement (Fiserv Inc), Underwriting Agreement (Fiserv Inc)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (ii) at as of the Execution Time (with such date being used as the determination date for purposes of this Agreementclause (ii)), the Company was not and is not an “ineligible issuer,(as defined in Rule 405), without taking account of any determination by the Commission pursuant to Rule 405 that it is not necessary that the Company be considered an ineligible issuer.

Appears in 3 contracts

Samples: Underwriting Agreement (Dana Holding Corp), Underwriting Agreement (Dana Holding Corp), Underwriting Agreement (Dana Holding Corp)

Ineligible Issuer Status. (i) At the time of filing the Initial Registration Statement and any post-effective amendment thereto, at the earliest time after the filing of the Registration Statement thereafter that the Company or another any offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) under the Act) of the Offered Securities Securities, and (ii) at the date of this Agreementhereof, the Company was not and is not an “ineligible issuer,” as defined in under Rule 405405 under the Act.

Appears in 3 contracts

Samples: Underwriting Agreement (Postal Realty Trust, Inc.), Underwriting Agreement (Postal Realty Trust, Inc.), Underwriting Agreement (Postal Realty Trust, Inc.)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) under the Act) of the Offered Securities and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405.

Appears in 3 contracts

Samples: Underwriting Agreement (Nexstar Broadcasting Group Inc), Underwriting Agreement (Nexstar Broadcasting Group Inc), Underwriting Agreement (Nexstar Broadcasting Group Inc)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) under the 0000 Xxx) of the Offered Securities and (ii) at the date of this AgreementNotes, the Company was not and is not an “ineligible issuer,Ineligible Issuer(as defined in Rule 405405 under the 1933 Act).

Appears in 3 contracts

Samples: Distribution Agreement (Wells Fargo & Company/Mn), Distribution Agreement (Wells Fargo & Company/Mn), Distribution Agreement (Wells Fargo & Company/Mn)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) under the Securities Act) of the Offered Securities and (ii) at the date of this AgreementNotes, the Company was not and is not an “ineligible issuer,Ineligible Issuer(as defined in Rule 405405 under the Securities Act).

Appears in 3 contracts

Samples: Distribution Agreement (Wells Fargo & Company/Mn), Distribution Agreement (Wells Fargo & Company/Mn), Distribution Agreement (Wells Fargo & Company/Mn)

Ineligible Issuer Status. (i) At the earliest time after the of initial filing of the Initial Registration Statement and any post-effective amendment thereto, at the earliest time thereafter that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the 1933 Act Regulations) of the Offered Securities and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405.

Appears in 2 contracts

Samples: Underwriting Agreement (New Media Investment Group Inc.), Underwriting Agreement (New Media Investment Group Inc.)

Ineligible Issuer Status. (i) At the earliest time after the of initial filing of the Registration Statement Statement, at the earliest time thereafter that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities Shares, and (ii) at on the date of this Agreement, the Company was not and is not an “ineligible issuer,” ”, as defined in Rule 405.

Appears in 2 contracts

Samples: Underwriting Agreement (State Street Corp), Underwriting Agreement (State Street Corp)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405.

Appears in 2 contracts

Samples: Underwriting Agreement (Verint Systems Inc), Underwriting Agreement (Verint Systems Inc)

Ineligible Issuer Status. (ix) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (iiy) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405.

Appears in 2 contracts

Samples: Underwriting Agreement (Gulfport Energy Corp), Underwriting Agreement (Gulfport Energy Corp)

Ineligible Issuer Status. (iA) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (iiB) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405 of the Securities Act (“Rule 405”) (without taking into account any determination by the Commission pursuant to Rule 405 that it is not necessary that the Company be considered an “ineligible issuer” as defined in Rule 405).

Appears in 2 contracts

Samples: Equity Distribution Agreement (Ellington Financial Inc.), Equity Distribution Agreement (Ellington Financial LLC)

Ineligible Issuer Status. (i) At the time of filing the Registration Statement and any post-effective amendment thereto, at the earliest time after the filing of the Registration Statement thereafter that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) under the Securities Act) of the Offered Securities Shares and (ii) at the date of this Agreementhereof, the Company was not and is not an “ineligible issuer,” as defined in Rule 405, without taking account of any determination by the Commission pursuant to paragraph (2) of the definition of such term in Rule 405.

Appears in 2 contracts

Samples: Open Market Sale Agreement (Cue Biopharma, Inc.), Open Market Sale Agreement (Cue Biopharma, Inc.)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that at which the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) and as of the Offered Securities and (ii) at the date of this Agreementhereof, the Company was not and is not an “ineligible issuer,” as such term is defined in Rule 405.

Appears in 2 contracts

Samples: Underwriting Agreement (GMX Resources Inc), Underwriting Agreement (GMX Resources Inc)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement Statements that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405.

Appears in 2 contracts

Samples: Underwriting Agreement (Talos Energy Inc.), Underwriting Agreement (Talos Energy Inc.)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) under the 0000 Xxx) of the Offered Securities and (ii) at the date a tranche of this AgreementNotes, the Company was not and is not an “ineligible issuer,Ineligible Issuer(as defined in Rule 405405 under the 0000 Xxx) with respect to the offering of such Notes.

Appears in 2 contracts

Samples: Distribution Agreement (Wells Fargo & Company/Mn), Distribution Agreement (Wells Fargo & Company/Mn)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) under the 0000 Xxx) of the Offered Securities and (ii) at the date a tranche of this AgreementNotes, neither the Company nor the Guarantor was not and nor is not an “ineligible issuer,Ineligible Issuer(as defined in Rule 405405 under the 0000 Xxx) with respect to the offering of such Notes and the related Guarantees.

Appears in 2 contracts

Samples: Distribution Agreement (Wells Fargo & Company/Mn), Distribution Agreement

Ineligible Issuer Status. At (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405.

Appears in 2 contracts

Samples: Underwriting Agreement (Fiserv Inc), Underwriting Agreement (Gartner Inc)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities Shares and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405.

Appears in 2 contracts

Samples: Underwriting Agreement (State Street Corp), Underwriting Agreement (STATE STREET Corp)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities Act) and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405.

Appears in 2 contracts

Samples: Underwriting Agreement (Analog Devices Inc), Underwriting Agreement (Analog Devices Inc)

Ineligible Issuer Status. (i) At the time of filing the Registration Statement and any post-effective amendment thereto, at the earliest time after the filing of the Registration Statement thereafter that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) under the Securities Act Regulations) of the Offered Securities and (ii) at the date of this Agreementhereof, the Company was not and is not an “ineligible issuer,” as defined in Rule 405, without taking account of any determination by the Commission pursuant to paragraph (2) of the definition of such term in Rule 405.

Appears in 1 contract

Samples: Underwriting Agreement (Cue Biopharma, Inc.)

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Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company Company, the Issuer or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (ii) at the date of this Agreement, neither the Company nor the Issuer was not and or is not an “ineligible issuer,” as defined in Rule 405.

Appears in 1 contract

Samples: Underwriting Agreement (LyondellBasell Industries N.V.)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) under the 0000 Xxx) of the Offered Securities and (ii) at the date of this AgreementNotes, the Company was not and is not an “ineligible issuer,Ineligible Issuer(as defined in Rule 405405 under the 1933 Act), without taking account of any determination by the SEC pursuant to Rule 405 that it is not necessary that the Company be considered an Ineligible Issuer.

Appears in 1 contract

Samples: Distribution Agreement (Wells Fargo & Co/Mn)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that at which the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (ii) at as of the date of this Agreementhereof, the Company was not and is not an “ineligible issuer,” as such term is defined in Rule 405.

Appears in 1 contract

Samples: Underwriting Agreement (GMX Resources Inc)

Ineligible Issuer Status. (iA) At the earliest time after of the filing of the Registration Statement and (B) at the earliest time thereafter that the Company or another an offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities rules and (ii) at regulations promulgated under the date of this AgreementAct), the Company was not and is not an “ineligible issuer,(as defined in Rule 405405 under the Act).

Appears in 1 contract

Samples: Underwriting Agreement (FREYR Battery)

Ineligible Issuer Status. (i) At the time of filing the Registration Statement and any post-effective amendment thereto, at the earliest time after the filing of the Registration Statement thereafter that the Company or another any offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) under the Act) of the Offered Securities and (ii) at as of the date of this Agreementhereof, the Company was not and is not an “ineligible issuer,” as defined in Rule 405.

Appears in 1 contract

Samples: Underwriting Agreement (Green Brick Partners, Inc.)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405, by virtue of a waiver issued by the Commission on May 30, 2009.

Appears in 1 contract

Samples: Underwriting Agreement (Analog Devices Inc)

Ineligible Issuer Status. (iA) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (iiB) at the date of this Agreement, the Company was not and is not an "ineligible issuer," as defined in Rule 405.

Appears in 1 contract

Samples: Underwriting Agreement (Stillwater Mining Co /De/)

Ineligible Issuer Status. (i) At the time of filing the Registration Statement and any post-effective amendment thereto, at the earliest time after the filing of the Registration Statement thereafter that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered 1933 Act Regulations) of the Securities and (ii) at the date of this Agreementhereof, the Company was not and is not an “ineligible issuer,” as defined in Rule 405, without taking account of any determination by the Commission pursuant to Rule 405 that it is not necessary that the Company be considered an ineligible issuer.

Appears in 1 contract

Samples: Underwriting Agreement (iClick Interactive Asia Group LTD)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405.

Appears in 1 contract

Samples: Underwriting Agreement (Helix Energy Solutions Group Inc)

Ineligible Issuer Status. (iA) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of under the Offered Securities Act) and (iiB) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405 of the Securities Act (“Rule 405”) (without taking into account any determination by the Commission pursuant to Rule 405 that it is not necessary that the Company be considered an “ineligible issuer” as defined in Rule 405).

Appears in 1 contract

Samples: Equity Distribution Agreement (Ellington Financial Inc.)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities Normal APEX and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405.

Appears in 1 contract

Samples: Underwriting Agreement (State Street Corp)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” ”, as defined in Rule 405.

Appears in 1 contract

Samples: Underwriting Agreement (Express Scripts Holding Co.)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405, by virtue of a waiver issued by the Commission on May 30, 2008.

Appears in 1 contract

Samples: Underwriting Agreement (Analog Devices Inc)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405, without taking account of any determination by the Commission pursuant to Rule 405 that it is not necessary that the Company be considered an “ineligible issuer”.

Appears in 1 contract

Samples: Underwriting Agreement (Bio-Rad Laboratories, Inc.)

Ineligible Issuer Status. (iA) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of under the Offered Securities Act) and (iiB) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405 under the Securities Act (“Rule 405”) (without taking into account any determination by the Commission pursuant to Rule 405 that it is not necessary that the Company be considered an “ineligible issuer” as defined in Rule 405).

Appears in 1 contract

Samples: Equity Distribution Agreement (Ellington Residential Mortgage REIT)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant Selling Stockholders made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405.

Appears in 1 contract

Samples: Underwriting Agreement (Ecolab Inc)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (iiy) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405.

Appears in 1 contract

Samples: Underwriting Agreement (Gulfport Energy Corp)

Ineligible Issuer Status. (iA) At the earliest time after the filing of the Company Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities Underlying Shares and (iiB) at the date of this Agreement, the Company was not and is not an "ineligible issuer," as defined in Rule 405.

Appears in 1 contract

Samples: Mandatorily Exchangeable Notes Agreement (Stillwater Mining Co /De/)

Ineligible Issuer Status. (iA) At the earliest time after the of filing of the Registration Statement and any post-effective amendment thereto, (B) at the earliest time thereafter that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) under the Act) of the Offered Securities Shares and (iiC) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405, without taking account of any determination by the Commission pursuant to Rule 405 that it is not necessary that the Company be considered an ineligible issuer.

Appears in 1 contract

Samples: Open Market Sale Agreement (Contango Oil & Gas Co)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Capital Securities and (ii) at the date of the this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405.

Appears in 1 contract

Samples: Underwriting Agreement (State Street Corp)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made makes a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405.

Appears in 1 contract

Samples: Underwriting Agreement (Associated Banc-Corp)

Ineligible Issuer Status. (iA) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of the Offered Securities and (iiB) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405.

Appears in 1 contract

Samples: Underwriting Agreement (Stillwater Mining Co /De/)

Ineligible Issuer Status. (i) At the earliest time after the filing of the Registration Statement that the Company or another offering participant made a bona fide offer (within the meaning of Rule 164(h)(2)) of ), the Offered Securities Company was not and (ii) at the date of this Agreement, the Company was not and is not an “ineligible issuer,” as defined in Rule 405.

Appears in 1 contract

Samples: Underwriting Agreement (LyondellBasell Industries N.V.)

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