Non-Integration. None of Xxxxxxx, the Operating Partnership nor any of their respective affiliates has, prior to the date hereof, made any offer or sale of any securities which could be “integrated” for purposes of the Securities Act and the Rules and Regulations with the offer and sale of the Shares pursuant to the Registration Statement. Except as disclosed in the Registration Statement and the Prospectus, none of Xxxxxxx, the Operating Partnership nor any of their respective affiliates has sold or issued any Common Stock or other security of Xxxxxxx, the Operating Partnership or any Subsidiary or any security convertible into, or exercisable or exchangeable for, Common Stock or any other such security during the six-month period preceding the date of the Prospectus, including but not limited to any sales pursuant to Rule 144A or Regulation D or S under the Securities Act or the Rules and Regulations.
Non-Integration. This Agreement shall be in addition to any other agreements between the parties hereto.
Non-Integration. This Agreement shall be in addition to, and does not supercede or limit, any other agreements between the parties hereto.
Non-Integration. Neither the Issuer, the Guarantor, any of its Affiliates, nor any person acting on its or their behalf has made or will make offers or sales of any security, or solicited or will solicit offers to buy, or otherwise negotiated or will negotiate in respect of, any security, under circumstances that would require the registration of the Bonds or the Shares upon conversion of the Bonds under the Securities Act.
Non-Integration. Neither the Company nor any of its respective affiliates (as defined in Rule 501(b) of Regulation D), nor any person acting on behalf of any of them (other than the offers, sales and other actions by the Initial Purchaser as to which the Company does not give any covenant or undertaking) will, directly or indirectly, make offers or sales of any security, or solicit offers to buy, or otherwise negotiate in respect of, any security, of the Company under circumstances that would require the registration of the Bonds or the Conversion Shares under the U.S. Securities Act.
Non-Integration. This Agreement supersedes any and all agreements previously made between the parties relating to the subject matter of this Agreement. All previous agreements are hereby rescinded and repealed.
Non-Integration. The provisions of this Section 6 shall be independent of any similar provisions contained in any employment agreement, stock option agreement or other agreement between an Optionee and the Company.
Non-Integration. The Parties agree that the Termination Assistance Services and the other provisions of this Agreement are not intended to be integrated and that upon the payment by Xxxxx 0 to Allegiance of the amounts contemplated by Section 4 or Section 13(a) hereof, as applicable, only the provisions regarding the Termination Assistance Services shall be deemed to be executory.
Non-Integration none of the Issuer and any of their affiliates (as defined in Rule 501(b) of Regulation D), nor any person acting on behalf of any of them (other than the Placement Agent, its affiliates and any person acting on its or their behalf as to whom no representation, warranty or undertaking is made or given), will directly or indirectly make offers or sales of any security, or solicit offers to buy, or otherwise negotiate in respect of, any security, under circumstances that would require the registration of the Bonds, the Warrants or the New Shares under the Securities Act;
Non-Integration. This Agreement shall not be deemed to be an offer of continued employment and shall be in addition to any other agreement between the parties hereto.
