No Directed Selling Efforts. With respect to those Securities sold in reliance on Regulation S, (A) none of the Company, its Affiliates or any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has engaged or will engage in any directed selling efforts within the meaning of Regulation S and (B) each of the Company and its Affiliates and any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has complied and will comply with the offering restrictions requirement of Regulation S.
Appears in 12 contracts
Samples: Purchase Agreement (Atlantic Broadband Management, LLC), Purchase Agreement (Language Line Costa Rica, LLC), Purchase Agreement (St Charles Gaming Co Inc)
No Directed Selling Efforts. With respect to those --------------------------- Securities sold in reliance on Regulation S, (A) none of the Company, its Affiliates or any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has engaged or will engage in any directed selling efforts within the meaning of Regulation S and (B) each of the Company and its Affiliates and any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has complied and will comply with the offering restrictions requirement of Regulation S.
Appears in 4 contracts
Samples: Purchase Agreement (Grand Palais Riverboat Inc), Purchase Agreement (Isle of Capri Casinos Inc), Purchase Agreement (California Steel Industries Inc)
No Directed Selling Efforts. With respect to those offered Securities sold in reliance on Regulation S, (A) none of the Company, its Affiliates or any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has engaged or will engage in any directed selling efforts within the meaning of Regulation S and (B) each of the Company and its Affiliates and any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has complied and will comply with the offering restrictions requirement of Regulation S.
Appears in 3 contracts
Samples: Purchase Agreement (Seneca Erie Gaming Corp), Purchase Agreement (Seneca Gaming Corp), Purchase Agreement (Service Corporation International)
No Directed Selling Efforts. With respect to those Securities sold in reliance on Regulation S, (A) none of the Company, its Affiliates or any person acting on its or their behalf (other than the Initial PurchasersPurchaser, as to whom the Company makes no representation) has engaged or will engage in any directed selling efforts within the meaning of Regulation S and (B) each of the Company and its Affiliates and any person acting on its or their behalf (other than the Initial PurchasersPurchaser, as to whom the Company makes no representation) has complied and will comply with the offering restrictions requirement of Regulation S.
Appears in 3 contracts
Samples: Purchase Agreement (Greater Bay Bancorp), Purchase Agreement (Poland Communications Inc), Purchase Agreement (Ck Witco Corp)
No Directed Selling Efforts. With respect to those offered Securities sold in reliance on Regulation S, (A) none of the Company, its Affiliates or any person acting on its or their behalf (other than the Initial PurchasersPurchasers and their Affiliates, as to whom the Company makes no representation) has engaged or will engage in any directed selling efforts within the meaning of Regulation S and (B) each of the Company and its Affiliates and any person acting on its or their behalf (other than the Initial PurchasersPurchasers and their Affiliates, as to whom the Company makes no representation) has complied and will comply with the offering restrictions requirement of Regulation S.
Appears in 2 contracts
Samples: Purchase Agreement (Norfolk Southern Corp), Purchase Agreement (Norfolk Southern Corp)
No Directed Selling Efforts. With respect to those Securities Securities, if any, sold in reliance on Regulation S, (A) none of the Company, its Affiliates affiliates or any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has engaged or will engage in any directed selling efforts within the meaning of Regulation S and (B) each of the Company and its Affiliates affiliates and any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has complied and will comply with the offering restrictions requirement of Regulation S.
Appears in 2 contracts
Samples: Purchase Agreement (Pepco Holdings Inc), Pepco Holdings Inc
No Directed Selling Efforts. With respect to those Securities sold in reliance on Regulation S, (A) none of the Company, its Affiliates Initial Purchasers or any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has engaged or will engage in any directed selling efforts within the meaning of Regulation S and (B) each of the Company and its Affiliates Initial Purchasers and any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has complied and will comply with the offering restrictions requirement of Regulation S.
Appears in 2 contracts
Samples: Purchase Agreement (Kohls Corporation), Kohls Corporation
No Directed Selling Efforts. With respect to those Securities sold in reliance on Regulation S, (A) none of the Company, its Affiliates or any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has engaged or will engage engage, in any directed selling efforts within the meaning of Regulation S and (B) each of the Company and its Affiliates and any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has complied and will comply with the offering restrictions requirement of Regulation S.
Appears in 1 contract
Samples: Purchase Agreement (Bally Total Fitness Holding Corp)
No Directed Selling Efforts. With respect to those Securities sold in reliance on Regulation S, (A) none of the Company, its Affiliates or any person acting on its or their behalf (other than the Initial PurchasersPurchaser, as to whom the Company makes no representation, warranty or agreement) has engaged or will engage in any directed selling efforts within the meaning of Regulation S and (B) each of the Company and its Affiliates and any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation, warranty or agreement) has complied and will comply with the offering restrictions requirement of Regulation S.
Appears in 1 contract
Samples: Purchase Agreement (Fisher Scientific International Inc)
No Directed Selling Efforts. With respect to those Securities sold in reliance on Regulation S, (A) none of the Company, its Affiliates or any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation, warranty or agreement) has engaged or will engage in any directed selling efforts within the meaning of Regulation S and (B) each of the Company and its Affiliates and any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation, warranty or agreement) has complied and will comply with the offering restrictions requirement of Regulation S.
Appears in 1 contract
Samples: Packard Bioscience Co
No Directed Selling Efforts. With respect to those Securities sold in reliance on Regulation S, (A) none of the Company, its Affiliates or any person acting on its or their behalf (other than the Initial PurchasersPurchaser, as to whom the Company makes Issuers make no representation) has engaged or will engage in any directed selling efforts within the meaning of Regulation S and (B) each of the Company Issuers and its their Affiliates and any person acting on its or their behalf (other than the Initial PurchasersPurchaser, as to whom the Company makes Issuers make no representation) has complied and will comply with the offering restrictions requirement of Regulation S.
Appears in 1 contract
Samples: Purchase Agreement (Best Built Inc)
No Directed Selling Efforts. With respect to those --------------------------- Securities sold in reliance on Regulation S, (A) none of the Company, its Affiliates or any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has engaged or will engage in any directed selling efforts within the meaning of Regulation S and (B) each of the Company and its Affiliates and any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has complied and will comply with the offering restrictions requirement of Regulation S.S. To the knowledge of the Company, the sale of the Securities pursuant to Regulation S is not part of a plan or scheme to evade the registration provisions of the 1933 Act.
Appears in 1 contract
No Directed Selling Efforts. With respect to those Securities sold in reliance on Regulation S, (A) none of the Company, its Affiliates or any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has engaged or will engage in any directed selling efforts within the meaning of Regulation S and (B) each of the Company and its Affiliates and any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has complied and will comply with the offering restrictions restriction requirement of Regulation S.
Appears in 1 contract
No Directed Selling Efforts. With respect to those Securities being sold by the Initial Purchasers in reliance on Regulation S, (A) none of the Company, Company or its Affiliates or any person acting on its or their behalf (other than excluding the Initial Purchasers, as to whom the Company makes no representation) has engaged or will engage in any directed selling efforts within the meaning of Regulation S and (B) each of the Company and Company, its Affiliates and any person acting on its or their behalf (other than excluding the Initial Purchasers, as to whom the Company makes no representation) has complied and will comply with the offering restrictions requirement of Regulation S.
Appears in 1 contract
Samples: Dti Holdings Inc
No Directed Selling Efforts. With respect to those Securities sold in reliance on Regulation S, (A) none of the Company, its Affiliates or any person acting on its or their behalf (other than the Initial PurchasersPurchasers and their affiliates, as to whom the Company makes no representation) has engaged or will engage in any directed selling efforts within the meaning of Regulation S and (B) each of the Company and Company, its Affiliates and any person acting on its or their behalf (other than the Initial PurchasersPurchasers and their affiliates, as to whom the Company makes no representation) has complied and will comply with the offering restrictions requirement of Regulation S.
Appears in 1 contract
No Directed Selling Efforts. With respect to --------------------------- those Securities sold in reliance on Regulation S, (A) none of the Company, its Affiliates or any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has engaged or will engage in any directed selling efforts within the meaning of Regulation S and (B) each of the Company and its Affiliates and any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has complied and will comply with the offering restrictions requirement of Regulation S.
Appears in 1 contract
No Directed Selling Efforts. With respect to those Offered Securities sold in reliance on Regulation S, (A) none of the Company, its Affiliates or any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has engaged or will engage in any directed selling efforts within the meaning of Regulation S and (B) each of the Company and its Affiliates and any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has complied and will comply with the offering restrictions requirement of Regulation S.
Appears in 1 contract
No Directed Selling Efforts. With respect to those Securities sold in reliance on Regulation S, (A) none of the Company, its Affiliates affiliates or any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representationrepresentations) has engaged or will engage in any directed selling efforts within the meaning of as that term is defined in Regulation S and (B) each of the Company and its Affiliates affiliates and any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has complied and will comply with the offering restrictions requirement requirements of Regulation S.S. There is no "substantial U.S. market interest" as defined in Regulation S for the Securities or any security of the same class as the Securities.
Appears in 1 contract
Samples: Registration Rights Agreement (Midcom Communications Inc)
No Directed Selling Efforts. With respect to those offered Securities sold in reliance on Regulation S, (A) none of the Company, its Affiliates the Guarantor, any of their respective affiliates or any other person acting on its or their behalf (other than except no representation or warranty is made with respect to the Initial Purchasers, as to whom the Company makes no representationPurchaser) has engaged or will engage in any directed selling efforts within the meaning of Regulation S and (B) each of the Company and its Affiliates Company, the Guarantor, any of their respective affiliates and any other person acting on its or their behalf (other than except no representation or warranty is made with respect to the Initial Purchasers, as to whom the Company makes no representationPurchaser) has complied and will comply with the offering restrictions requirement of Regulation S.
Appears in 1 contract
No Directed Selling Efforts. With The Company agrees that, with respect to those Securities sold in reliance on Regulation S, (A) none of the Company, Company or its Affiliates or any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has engaged or will engage in any directed selling efforts within the meaning of Regulation S and (B) each of the Company and Company, its Affiliates and any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has complied and will comply with the offering restrictions requirement of Regulation S.
Appears in 1 contract
Samples: Dti Holdings Inc
No Directed Selling Efforts. With respect to those Securities Notes sold in reliance on Regulation S, (A) none of the Company, its Affiliates or any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has engaged or will engage in any directed selling efforts within the meaning of Regulation S and (B) each of the Company and its Affiliates and any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has complied and will comply with the offering restrictions requirement of Regulation S.
Appears in 1 contract
No Directed Selling Efforts. With respect to those Securities sold in reliance on Regulation S, (A) none of Neither the Company, or its Affiliates or any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has engaged or will engage in any directed selling efforts within the meaning of (as that term is defined in Regulation S and under the Act (B"Regulation S")) each of with respect to the Notes; the Company and its Affiliates and any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has have complied and will comply with the offering restrictions requirement of Regulation S.
Appears in 1 contract
Samples: Purchase Agreement (Anchor Glass Container Corp /New)
No Directed Selling Efforts. With respect to those offered Securities sold in reliance on Regulation S, (A) none of the Company, its Affiliates or any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has engaged or will engage in any directed selling efforts within the meaning of Regulation S and (B) each of the Company and its Affiliates and any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has complied and will comply with the offering restrictions requirement of Regulation S.
Appears in 1 contract
Samples: Purchase Agreement (Carriage Team Florida Cemetery LLC)
No Directed Selling Efforts. With respect to those Securities sold in reliance on Regulation S, (A) none of the Company, its Affiliates or any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has engaged or will engage in any directed selling efforts within the 16 meaning of Regulation S and (B) each of the Company and its Affiliates and any person acting on its or their behalf (other than the Initial Purchasers, as to whom the Company makes no representation) has complied and will comply with the offering restrictions requirement of Regulation S.
Appears in 1 contract
Samples: Purchase Agreement (Di Giorgio Corp)