Common use of No Public Offering Clause in Contracts

No Public Offering. Except as contemplated by the Registration Rights Agreement, the Company shall not, and shall cause its affiliates not to, authorize or knowingly permit any person acting on their behalf (other than the Purchasers, as to which no covenant is given) to (i) solicit any offer to buy or offer to sell the Notes by means of any form of general solicitation or general advertising within the meaning of Regulation D or in any manner involving a public offering within the meaning of Section 4(2) of the Securities Act; (ii) engage in any directed selling efforts within the meaning of Regulation S or fail to comply with the offering restrictions requirement of Regulation S; or (iii) offer, sell, contract to sell or otherwise dispose of, directly or indirectly, any securities under circumstances where such offer, sale, contract or disposition would cause the exemption afforded by Section 4(2) of the Securities Act to cease to be applicable to the offering and sale of the Notes as contemplated by this Agreement.

No Public Offering. Except as contemplated by the Registration Rights Agreement, the The Company shall not, and shall cause its affiliates not to, authorize or knowingly permit any person acting on their behalf (other than the Purchasers, as to which no covenant is given) to (i) solicit any offer to buy or offer to sell the Notes by means of any form of general solicitation or general advertising within the meaning of Regulation D or in any manner involving a public offering within the meaning of Section 4(2) of the Securities Act; (ii) engage in any directed selling efforts within the meaning of Regulation S or fail to comply with the offering restrictions requirement of Regulation S; or (iii) offer, sell, contract to sell or otherwise dispose of, directly or indirectly, any securities under circumstances where such offer, sale, contract or disposition would cause the exemption afforded by Section 4(2) of the Securities Act to cease to be applicable to the offering and sale of the Notes as contemplated by this Agreement.