Common use of No General Solicitation or Directed Selling Efforts Clause in Contracts

No General Solicitation or Directed Selling Efforts. The Company has not and agrees that it will not and will not permit any of its Affiliates or any other person acting on its or their behalf (other than the Initial Purchasers, as to which no representation or covenant is given) to (i) solicit offers for, or offer or sell, the Securities (A) by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) of Regulation D under the Securities Act or (B) in any manner involving a public offering within the meaning of Section 4(a)(2) of the Securities Act or (ii) engage in any directed selling efforts with respect to the Securities within the meaning of Regulation S, and the Company will and will cause all such persons to comply with the offering restrictions requirement of Regulation S with respect to the Securities.

Appears in 2 contracts

Samples: Purchase Agreement (Steel Dynamics Inc), Purchase Agreement (Steel Dynamics Inc)

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No General Solicitation or Directed Selling Efforts. The Company has not and agrees that it will not and will use its commercially reasonable efforts to not permit any of its Affiliates or any other person acting on its or their behalf (other than the Initial Purchasers, as to which no representation or covenant is given) to (i) solicit offers for, or offer or sell, the Securities (A) by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) of Regulation D under the Securities Act or (B) in any manner involving a public offering within the meaning of Section 4(a)(24(2) of the Securities Act or (ii) engage in any directed selling efforts with respect to the Securities within the meaning of Regulation S, and the Company will and will cause all such persons to comply with the offering restrictions requirement of Regulation S with respect to the Securities.

Appears in 2 contracts

Samples: Purchase Agreement (New Enterprise Stone & Lime Co., Inc.), Purchase Agreement (Gateway Trade Center Inc.)

No General Solicitation or Directed Selling Efforts. The Company has not and agrees that it will not and will not permit any of its Affiliates or any other person acting on its or their behalf (other than the Initial Purchasers, as to which no representation or covenant is given) to (i) solicit offers for, or offer or sell, the Securities (A) by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) of Regulation D under the Securities Act or (B) in any manner involving a public offering within the meaning of Section 4(a)(24(2) of the Securities Act or (ii) engage in any directed selling efforts with respect to the Securities within the meaning of Regulation S, and the Company will and will cause all such persons to comply with the offering restrictions requirement of Regulation S with respect to the Securities.

Appears in 2 contracts

Samples: Purchase Agreement (Steel Dynamics Inc), Purchase Agreement (Steel Dynamics Inc)

No General Solicitation or Directed Selling Efforts. The Company has not and agrees that it will not and will not permit any of its Affiliates or any other person acting on its or their behalf (other than the Initial Purchasers or Subsequent Purchasers, as to which no representation or covenant is givengiven by the Company) to (i) solicit offers for, or offer or sell, the Securities (A) by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) of Regulation D under the Securities Act or (B) in any manner involving a public offering within the meaning of Section 4(a)(24(2) of the Securities Act or (ii) engage in any directed selling efforts with respect to the Securities within the meaning of Regulation S, and the Company will and will cause all such persons to comply with the offering restrictions requirement of Regulation S with respect to the Securities.

Appears in 1 contract

Samples: Purchase Agreement (McDermott International Inc)

No General Solicitation or Directed Selling Efforts. The Company has not and agrees that it will not and will not permit any of its Affiliates subsidiaries or any other person acting on its or their behalf (other than the Initial Purchasers, as to which no representation or covenant is given) to (i) solicit offers for, or offer or sell, the Securities (A) by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) of Regulation D under the Securities Act or (B) in any manner involving a public offering within the meaning of Section 4(a)(24(2) of the Securities Act or (ii) engage in any directed selling efforts with respect to the Securities within the meaning of Regulation S, and the Company will and will cause all such persons to comply with the offering restrictions requirement of Regulation S with respect to the Securities.

Appears in 1 contract

Samples: Purchase Agreement (Alliance Data Systems Corp)

No General Solicitation or Directed Selling Efforts. The Company has not and agrees that it will not and will not permit any of its Affiliates or any other person acting on its or their behalf (other than the Initial Purchasers, as to which no representation or covenant is given) to (i) solicit offers for, or offer or sell, the Securities (A) by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) of Regulation D under without the Securities Act prior written consent of the Representatives or (B) in any manner involving a public offering within the meaning of Section 4(a)(2) of the Securities Act or (ii) engage in any directed selling efforts with respect to the Securities within the meaning of Regulation S, and the Company will and will cause all such persons to comply with the offering restrictions requirement of Regulation S with respect to the Securities.

Appears in 1 contract

Samples: Purchase Agreement (Nn Inc)

No General Solicitation or Directed Selling Efforts. The Company has not and agrees that it will not and will not permit any of its Affiliates or any other person acting on its or their behalf (other than the Initial Purchasers, as to which no representation or covenant is givenmade by the Company) to (i) solicit offers for, or offer or sell, the Securities (A) by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) of Regulation D under the Securities Act or (B) in any manner involving a public offering within the meaning of Section 4(a)(24(2) of the Securities Act or (ii) engage in any directed selling efforts with respect to the Securities within the meaning of Regulation S, and the Company will and will cause all such persons to comply with the offering restrictions requirement of Regulation S with respect to the Securities.

Appears in 1 contract

Samples: Purchase Agreement (Mueller Water Products, Inc.)

No General Solicitation or Directed Selling Efforts. The Company has not and agrees that it will not and will not permit any of its Affiliates or any other person acting on its or their behalf (other than the Initial Purchasers, as to which no representation or covenant is given) to (i) solicit offers for, or offer or sell, the Securities (A) by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) of Regulation D under the Securities Act or (B) in any manner involving a public offering within the meaning of Section 4(a)(2) of the Securities Act or (ii) engage in any directed selling efforts with respect to the Securities within the meaning of Regulation S, and the Company will and will cause all such persons to comply with the offering restrictions requirement of Regulation S with respect to the Securities.

Appears in 1 contract

Samples: Purchase Agreement (Outerwall Inc)

No General Solicitation or Directed Selling Efforts. The Company has not and agrees that it will not and will not permit any of its Affiliates or any other person acting on its or their behalf (other than the Initial PurchasersPurchaser, as to which no representation or covenant is given) to (i) solicit offers for, or offer or sell, the Securities (A) by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) of Regulation D under the Securities Act or (B) in any manner involving a public offering within the meaning of Section 4(a)(2) of the Securities Act or (ii) engage in any directed selling efforts with respect to the Securities within the meaning of Regulation S, and the Company will and will cause all such persons to comply with the offering restrictions requirement of Regulation S with respect to the Securities.

Appears in 1 contract

Samples: Purchase Agreement (CNX Resources Corp)

No General Solicitation or Directed Selling Efforts. The Company has not and agrees that it will not and will not permit any of its Affiliates or any other person acting on its or their behalf (other than the Initial Purchasers, as to which no representation or covenant is given) to (i) solicit offers for, or offer or sell, the Securities (A) Notes by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) of Regulation D under without the Securities Act prior written consent of the Representative or (B) in any manner involving a public offering within the meaning of Section 4(a)(2) of the Securities Act or (ii) engage in any directed selling efforts with respect to the Securities Notes within the meaning of Regulation S, and the Company will and will cause all such persons to comply with the offering restrictions requirement of Regulation S with respect to the SecuritiesNotes.

Appears in 1 contract

Samples: Purchase Agreement (Molina Healthcare, Inc.)

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No General Solicitation or Directed Selling Efforts. The Company has not and agrees that it will not and will not permit any of its Affiliates or any other person acting on its or their behalf (other than the Initial Purchasers, as to which no representation or covenant is given) to (i) solicit offers for, or offer or sell, the Securities (A) by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) of Regulation D under the Securities Act or (B) in any manner involving a public offering ‌ ​ ​ ​ within the meaning of Section 4(a)(2) of the Securities Act or (ii) engage in any directed selling efforts with respect to the Securities within the meaning of Regulation S, and the Company will and will cause its Affiliates and will use its commercially reasonable efforts to cause all such other persons to comply with the offering restrictions requirement of Regulation S with respect to the Securities.

Appears in 1 contract

Samples: Purchase Agreement (TopBuild Corp)

No General Solicitation or Directed Selling Efforts. The Company has not and agrees that it will not and will not permit any of its Affiliates or any other person acting on its or their behalf (other than the Initial Purchasers, as to which no representation or covenant is given) to (i) solicit offers for, or offer or sell, the Securities (A) by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) of Regulation D under the Securities Act or (B) in any manner involving a public offering within the meaning of Section 4(a)(2) of the Securities Act or (ii) engage in any directed selling efforts with respect to the Securities within the meaning of Regulation S, and the Company will and will cause all such persons to comply with the offering restrictions requirement of Regulation S with respect to the Securities.

Appears in 1 contract

Samples: Purchase Agreement (BOISE CASCADE Co)

No General Solicitation or Directed Selling Efforts. The Company has not and agrees that it will not and will not permit any of its Affiliates or any other person acting on its or their behalf (other than the Initial Purchasers, as to which no representation or covenant is given) to (i) solicit offers for, or offer or sell, the Securities (A) by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) of Regulation D under the Securities Act or (B) in any manner involving a public offering within the meaning of Section 4(a)(2) of the Securities Act or (ii) engage in any directed selling efforts with respect to the Securities within the meaning of Regulation S, and the Company will will, and will cause all such Affiliates to, use its and their respective commercially reasonable best efforts to cause all such other persons to comply with the offering restrictions requirement of Regulation S with respect to the Securities.

Appears in 1 contract

Samples: Purchase Agreement (ARKO Corp.)

No General Solicitation or Directed Selling Efforts. The Company has not and agrees that it will not and will not permit any of its controlled Affiliates or any other person acting on its or their behalf (other than the Initial Purchasers, as to which no representation or covenant is given) to (i) solicit offers for, or offer or sell, the Securities (A) by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) of Regulation D under the Securities Act or (B) in any manner involving a public offering within the meaning of Section 4(a)(2) of the Securities Act or (ii) engage in any directed selling efforts with respect to the Securities within the meaning of Regulation S, and the Company will and will cause all such persons to comply with the offering restrictions requirement of Regulation S with respect to the Securities.

Appears in 1 contract

Samples: Purchase Agreement (Bill Barrett Corp)

No General Solicitation or Directed Selling Efforts. The Company has not and agrees that it will not and will not permit any of its Affiliates or any other person acting on its or their behalf (other than the Initial Purchasers, as to which no representation or covenant is given) to (i) solicit offers for, or offer or sell, the Securities (A) by means of any form of general solicitation or general advertising within the meaning of (as those terms are defined in Rule 502(c) of Regulation D 502 under the Securities Act Act) or (B) in any manner involving a public offering within the meaning of Section 4(a)(2) of the Securities Act or (ii) engage in any directed selling efforts with respect to the Securities within the meaning of Regulation S, and the Company will and will cause all such persons to comply with the offering restrictions requirement of Regulation S with respect to the Securities.

Appears in 1 contract

Samples: Execution Version (Booz Allen Hamilton Holding Corp)

No General Solicitation or Directed Selling Efforts. The Each of the Company has not and the Guarantors agrees that it will not and will not permit any of its Affiliates or any other person acting on its or their behalf (other than the Initial Purchasers, as to which no representation or covenant is given) to (i) solicit offers for, or offer or sell, the Securities (A) by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) of Regulation D under the Securities Act or (B) in any manner involving a public offering within the meaning of Section 4(a)(24(2) of the Securities Act or (ii) engage in any directed selling efforts with respect to the Securities within the meaning of Regulation S, and the Company and the Guarantors will and will cause all such persons to comply with the offering restrictions requirement of Regulation S with respect to the Securities.

Appears in 1 contract

Samples: Purchase Agreement (eHi Car Services LTD)

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