Offer and Sale. With respect to any Offering of Securities, you will inform us by a Written Communication of the offering price, the selling concession, the reallowance (if any) to dealers and the time when we may commence selling Securities. After such offering has commenced, you may change the offering price, the selling concession and the reallowance to dealers. The offering price, selling concession and reallowance (if any) to dealers at any time in effect with respect to the Offering are hereinafter referred to, respectively, as the “Offering Price,” the “Concession” and the “Reallowance.” With respect to the Offering, until the provisions of this Section 3(b) shall be terminated pursuant to Section 4 hereof, we agree to offer Securities only at the Offering Price, except that if a Reallowance is in effect, a reallowance from the Offering Price not in excess of such Reallowance may be allowed as consideration for services rendered in distribution to dealers who are actually engaged in the investment banking or securities business, who execute the written agreement prescribed by Rule 2740(c) of the Conduct Rules of the Financial Industry Regulatory Authority (the “FINRA”) and who are either members in good standing of the FINRA or foreign banks, dealers or institutions not eligible for membership in the FINRA who represent to us that they will promptly reoffer such Securities at the Offering Price and will abide by the conditions with respect to foreign banks, dealers and institutions set forth in Section 3(e) hereof.
Offer and Sale. Purchaser understands that the sale of the Shares has not been registered under the Securities Act in reliance upon an exemption therefrom. Purchaser was not offered or sold the Shares, directly or indirectly, by means of any form of general solicitation or general advertisement, including the following: (i) any advertisement, article, notice or other communication published in any newspaper, magazine or similar medium or broadcast over television or radio; or (ii) any seminar or other meeting whose attendees had been invited by general solicitation or general advertising.
Offer and Sale. Neither the Issuer nor any Person acting on its behalf has offered to sell the Notes by any form of general solicitation or general advertising. The Issuer has not offered or sold the Notes or other similar security in any manner that would render the issuance and sale of the Notes a violation of the Securities Act, require registration pursuant thereto, nor has it authorized nor will it authorize any person to act in such manner.
Offer and Sale. 4.1. The Seller offers for sale to the Buyer, Tokens in accordance with the Terms and Conditions of this document.
Offer and Sale. The Shareholder understands that the offer and sale of the Shares have not been registered under the Securities Act in reliance upon exemption therefrom. The Shareholder was not offered or sold the Shares, directly or indirectly, by means of any form of general solicitation or general advertisement, including the following: (i) any advertisement, article, notice or other communication published in any newspaper, magazine or similar medium or broadcast over television or radio; or (ii) any seminar or meeting whose attendees had been invited by general solicitation or general advertising.
Offer and Sale. Neither the Transferor nor any person acting on its behalf has offered to sell the Note by any form of general solicitation or general advertising. The Transferor has not offered or sold the Note or other similar security in any manner that would render the issuance and sale of the Note a violation of the Act, or require registration pursuant thereto, nor has it authorized nor will it authorize any person to act in such manner.
Offer and Sale. None of the Issuer, the Servicer, their respective affiliates and, to the best of their respective knowledge, any Person acting on its behalf has offered to sell the Series 2007-1 Note(s) by any form of general solicitation or general advertising. Neither the Issuer nor any Person acting on its behalf has offered or sold the Series 2007-1 Notes or other similar security in any manner that would render the issuance and sale of the Series 2007-1 Notes a violation of the Securities Act, or require registration pursuant thereto, nor has it authorized nor will it authorize any person to act in such manner.
Offer and Sale. On the terms and subject to the conditions of this Agreement and in reliance upon the representations and warranties contained herein, Purchaser shall purchase from the Company, and the Company shall issue and sell to Purchaser the Offered Securities.
Offer and Sale relying on the representation provided in Clause 2.7.3, the offer and sale of the Subscription Shares by the Company and the Sale Shares by the Vendor will be made outside the United States in accordance with Regulation S under the Securities Act and within the United States to qualified institutional buyers (as defined in Rule 144A) pursuant to an exemption from the registration requirements under the Securities Act;
Offer and Sale. (a) Upon the basis of the representations and warranties and subject to the terms and conditions set forth herein and provided the Company from time to time provides JPMS with any due diligence materials and information reasonably requested by JPMS necessary for JPMS to satisfy its due diligence obligations, on any Exchange Business Day (as defined below) selected by JPMS, JPMS may, as agent for the affiliate of JPMCB holding the Shares, offer and sell Shares in accordance with Section 2 hereof. For purposes hereof, (i) an “
