Common use of No Integration; No General Solicitation Clause in Contracts

No Integration; No General Solicitation. Neither the Company nor any of its affiliates (as defined in Rule 501(b) of Regulation D promulgated under the Securities Act) will, directly or through any agent, sell, offer for sale, solicit offers to buy or otherwise negotiate in respect of, any security (as defined in the Securities Act), that is or will be integrated with the sale of the Notes, the Rights Offering and this Agreement in a manner that would require registration of the Notes to be issued by the Company on the Plan Effective Date under the Securities Act. None of the Company or any of its affiliates or any other Person acting on its or their behalf will solicit offers for, or offer or sell, any Notes by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) of Regulation D promulgated under the Securities Act or in any manner involving a public offering within the meaning of Section 4(a)(2) of the Securities Act.

Appears in 2 contracts

Samples: Backstop Agreement (CHC Group Ltd.), Backstop Agreement (CHC Group Ltd.)

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No Integration; No General Solicitation. Neither the Company nor any of its affiliates (as defined in Rule 501(b) of Regulation D promulgated under the Securities Act) will, directly or through any agent, sell, offer for sale, solicit offers to buy or otherwise negotiate in respect of, any security (as defined in the Securities Act), that is or will be integrated with the sale of the NotesRights Offering Shares, the Rights Offering and this Agreement in a manner that would require registration of the Notes New Common Stock to be issued by the Company on the Plan Effective Date under the Securities Act. None of the Company or any of its affiliates or any other Person acting on its or their behalf will solicit offers for, or offer or sell, any Notes Rights Offering Shares by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) of Regulation D promulgated under the Securities Act or in any manner involving a public offering within the meaning of Section 4(a)(2) of the Securities Act.

Appears in 2 contracts

Samples: Backstop Commitment Agreement (C&J Energy Services Ltd.), Backstop Commitment Agreement

No Integration; No General Solicitation. Neither the Company Debtors nor any of its their affiliates (as defined in Rule 501(b) of Regulation D promulgated under the Securities Act) will, directly or through any agent, sell, offer for sale, solicit offers to buy or otherwise negotiate in respect of, any security (as defined in the Securities Act), ) that is or will be integrated with the sale of the Notes, New Second Lien Notes or the Rights Offering and this Agreement New Common Stock in a manner that would require registration of the Notes any securities to be issued by the Company PCHI on the Plan Effective Date under the Securities Act. None of the Company No Debtor or any of its affiliates or any other Person acting on its or their its behalf will solicit offers for, or offer or sell, any Notes securities by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) of Regulation D promulgated under the Securities Act or in any manner involving a any public offering within the meaning of Section 4(a)(2) of the Securities Act.

Appears in 1 contract

Samples: Backstop Commitment Agreement (Party City Holdco Inc.)

No Integration; No General Solicitation. Neither the Company nor any of its affiliates (as defined in Rule 501(b) of Regulation D promulgated under the Securities Act) will, directly or through any agent, sell, offer for sale, solicit offers to buy or otherwise negotiate in respect of, any security (as defined in the Securities Act), that is or will be integrated with the sale of the Notes, the Rights Offering and this Agreement Unsubscribed Shares in a manner that would require registration of the Notes Unsubscribed Shares to be issued by the Company on the Plan Effective Date under the Securities Act. None of the Company or any of its affiliates or any other Person acting on its or their behalf will solicit offers for, or offer or sell, any Notes Unsubscribed Shares by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) of Regulation D promulgated under the Securities Act or in any manner involving a public offering within the meaning of Section 4(a)(2) of the Securities Act.

Appears in 1 contract

Samples: Backstop Commitment Agreement (Chaparral Energy, Inc.)

No Integration; No General Solicitation. Neither the Company nor any of its affiliates (as defined in Rule 501(b) of Regulation D promulgated under the Securities Act) will, directly or through any agent, sell, offer for sale, solicit offers to buy or otherwise negotiate in respect of, any security (as defined in the Securities Act), ) that is or will be integrated with the sale of the Notes, the Rights Offering and this Agreement Unsubscribed Shares in a manner that would require registration of the Notes Unsubscribed Shares to be issued by the Company on the Plan Effective Date under the Securities Act. None of the Company Debtors or any of its their affiliates or any other Person acting on its or their behalf will solicit offers for, or offer or sell, any Notes Unsubscribed Shares by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) of Regulation D promulgated under the Securities Act or in any manner involving a public offering within the meaning of Section 4(a)(2) of the Securities Act.

Appears in 1 contract

Samples: Backstop Commitment Agreement (EP Energy LLC)

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No Integration; No General Solicitation. Neither the Company nor any of its affiliates (as defined in Rule 501(b) of Regulation D promulgated under the Securities Act) will, directly or through any agent, sell, offer for sale, solicit offers to buy or otherwise negotiate in respect of, any security (as defined in the Securities Act), that is or will be integrated with the sale of the Notes, the Rights Offering and this Agreement Equity Commitment Shares in a manner that would require registration of the Notes Equity Commitment Shares to be issued by the Company on the Plan Effective Date under the Securities Act. None of the Company or any of its affiliates or any other Person acting on its or their behalf will solicit offers for, or offer or sell, any Notes Equity Commitment Shares by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) of Regulation D promulgated under the Securities Act or in any manner involving a public offering within the meaning of Section 4(a)(2) of the Securities Act.

Appears in 1 contract

Samples: Equity Commitment Agreement (Phi Inc)

No Integration; No General Solicitation. Neither the Company Parties nor any of its their affiliates (as defined in Rule 501(b) of Regulation D promulgated under the Securities Act) will, directly or through any agent, sell, offer for sale, solicit offers to buy or otherwise negotiate in respect of, any security (as defined in the Securities Act), ) that is or will be integrated with the sale of the Notes, the Rights Offering and this Agreement Securities in a manner that would require registration of the Notes Securities to be issued by the Company Parties on the Plan Effective Equity Transaction Closing Date and Notes Transaction Closing Date under the Securities Act. None of the No Company Party or any of its affiliates or any other Person acting on its or their its behalf will solicit offers for, or offer or sell, any Notes Securities by means of any form of general solicitation or general advertising within the meaning of Rule 502(c) of Regulation D promulgated under the Securities Act or in any manner involving a public offering within the meaning of Section 4(a)(2) of the Securities Act.

Appears in 1 contract

Samples: Securities Purchase and Commitment Agreement (WeWork Inc.)

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