Common use of Offering of Shares by the Underwriters Clause in Contracts

Offering of Shares by the Underwriters. Upon authorization by the Representatives of the release of the Firm Shares, the several Underwriters propose to offer the Firm Shares for sale upon the terms and conditions set forth in the Prospectus; PROVIDED, HOWEVER, that no Shares registered pursuant to the Rule 462(b) Registration Statement, if any, shall be offered prior to the Effective Time thereof. It is understood that up to 820,000 Firm Shares ("Directed Sale Shares") may initially be reserved by the several Underwriters for offer and sale upon the terms and conditions set forth in the Prospectus and in accordance with the rules and regulations of the NASD to certain persons designated by the Company ("Directed Sale Share Purchasers") who have heretofore delivered to the Representatives offers to purchase Directed Sale Shares in form satisfactory to the Representatives, and that any allocation of Directed Sale Shares among the Directed Sale Share Purchasers shall be made in accordance with timely directions received by the Representatives from the Company; PROVIDED, HOWEVER, that under no circumstances shall the Representatives or any Underwriter be liable to, or have any liability whatsoever for, the Company or to any Directed Sale Share Purchaser for any action taken or omitted in good faith in connection with such offering to the Directed Sale Share Purchasers. It is further understood that any such Directed Sale Shares which are not purchased by the Directed Sale Share Purchasers will be offered by the Underwriters to the public upon the terms and conditions set forth in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (El Sitio Inc)

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Offering of Shares by the Underwriters. Upon authorization by the Representatives of the release of the Firm Shares, the several Underwriters propose to offer the Firm Shares for sale upon the terms and conditions set forth in the Prospectus; PROVIDED, HOWEVER, that no Shares registered pursuant to the Rule 462(b) Registration Statement, if any, shall be offered prior to the Effective Time thereof. It is understood that up to 820,000 750,000 shares of the Firm Shares ("Directed Sale Shares") may will initially be reserved by the several Underwriters for offer and sale upon the terms and conditions set forth in the Prospectus (the “Directed Share Program”) and in accordance with the rules and regulations of the NASD to certain employees and persons designated by having business relationships with the Company ("Directed Sale Share Purchasers") and its subsidiaries who have heretofore delivered to the Representatives offers to purchase shares of Firm Shares (The “Directed Sale Shares Share Participants”) in form satisfactory to the Representatives, and that any allocation of Directed Sale such Firm Shares among the Directed Sale Share Purchasers shall such persons will be made in accordance with timely directions received by the Representatives from the Company; PROVIDED, HOWEVERprovided, that under no circumstances shall will the Representatives or any Underwriter be liable to, or have any liability whatsoever for, to the Company or to any Directed Sale Share Purchaser such person for any action taken or omitted in good faith in connection with such offering to employees and persons having business relationships with the Directed Sale Share PurchasersCompany and its subsidiaries. It is further understood that any shares of such Directed Sale Firm Shares which are not purchased by the Directed Sale Share Purchasers such persons will be offered by the Underwriters to the public upon the terms and conditions set forth in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Kite Realty Group Trust)

Offering of Shares by the Underwriters. Upon authorization by the Representatives Representative of the release of the Firm Shares, the several Underwriters propose to offer the Firm Shares for sale upon the terms and conditions set forth in the Prospectus; PROVIDED, HOWEVER, that no Shares registered pursuant to the Rule 462(b) Registration Statement, if any, shall be offered prior to the Effective Time thereof. It is understood that up to 820,000 [ ] shares of the Firm Shares ("Directed Sale Shares") may will initially be reserved by the several Underwriters for offer and sale upon the terms and conditions set forth in the Prospectus (the “Directed Share Program”) and in accordance with the rules and regulations of the NASD to certain employees and persons designated by having business relationships with the Company ("Directed Sale Share Purchasers") REIT and its affiliates who have heretofore delivered to the Representatives Representative offers to purchase shares of Firm Shares (the “Directed Sale Shares Share Participants”) in form satisfactory to the RepresentativesRepresentative, and that any allocation of Directed Sale such Firm Shares among the Directed Sale Share Purchasers shall such persons will be made in accordance with timely directions received by the Representatives Representative from the CompanyREIT; PROVIDED, HOWEVER, provided that under no circumstances shall will the Representatives Representative or any Underwriter be liable to, or have any liability whatsoever for, to the Company REIT or to any Directed Sale Share Purchaser such person for any action taken or omitted in good faith in connection with such offering to employees and persons having business relationships with the Directed Sale Share PurchasersREIT and its subsidiaries. It is further understood that any shares of such Directed Sale Firm Shares which are not purchased by the Directed Sale Share Purchasers such persons will be offered by the Underwriters to the public upon the terms and conditions set forth in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (U-Store-It Trust)

Offering of Shares by the Underwriters. Upon authorization by the Representatives of the release of the Firm Shares, the several Underwriters propose to offer the Firm Shares for sale upon the terms and conditions set forth in the Prospectus; PROVIDED, HOWEVER, that no Shares registered pursuant to the Rule 462(b) Registration Statement, if any, shall be offered prior to the Effective Time thereof. [It is understood that up to 820,000 [__________] shares of the Firm Shares ("Directed Sale Shares") may Stock will initially be reserved by the several Underwriters for offer and sale upon the terms and conditions set forth in the Prospectus and in accordance with the rules and regulations of the NASD National Association of Securities Dealers, Inc. to certain employees and persons designated by having business relationships with the Company ("Directed Sale Share Purchasers") and its subsidiaries who have heretofore delivered to the Representatives offers to purchase Directed Sale Shares shares of Firm Stock in form satisfactory to the Representatives, and that any allocation of Directed Sale Shares such Firm Stock among the Directed Sale Share Purchasers shall such persons will be made in accordance with timely directions received by the Representatives from the Company; PROVIDED, HOWEVERprovided, that under no circumstances shall will the Representatives or any Underwriter be liable to, or have any liability whatsoever for, to the Company or to any Directed Sale Share Purchaser such person for any action taken or omitted in good faith in connection with such offering to employees and persons having business relationships with the Directed Sale Share PurchasersCompany and its subsidiaries. It is further understood that any shares of such Directed Sale Shares Firm Stock which are not purchased by the Directed Sale Share Purchasers such persons will be offered by the Underwriters to the public upon the terms and conditions set forth in the Prospectus.]

Appears in 1 contract

Samples: Underwriting Agreement (Selfcare Inc)

Offering of Shares by the Underwriters. Upon authorization by the Representatives of the release of the Firm Shares, the several Underwriters propose to offer the Firm Shares for sale upon the terms and conditions set forth in the Prospectus; PROVIDED, HOWEVER, that no Shares registered pursuant to the Rule 462(b) Registration Statement, if any, shall be offered prior to the Effective Time thereof. It is understood that up to 820,000 [_______] Firm Shares ("Directed Sale Shares") may will initially be reserved by the several Underwriters for offer and sale upon the terms and conditions set forth in the Prospectus and in accordance with the rules and regulations of the NASD National Association of Securities Dealers, Inc. to certain employees and persons designated by having business relationships with the Company ("Directed Sale Share Purchasers") who have heretofore delivered to the Representatives offers or indications of interest to purchase Directed Sale Firm Shares in form satisfactory to the Representatives, and that any allocation of Directed Sale such Firm Shares among the Directed Sale Share Purchasers shall such persons will be made in accordance with timely directions received by the Representatives from the Company; PROVIDED, HOWEVER, that under no circumstances shall will the Representatives or any Underwriter be liable to, or have any liability whatsoever for, to the Company or to any Directed Sale Share Purchaser such person for any action taken or omitted in good faith in connection with such offering to employees and persons having business relationships with the Directed Sale Share PurchasersCompany. It is further understood that any such Directed Sale Firm Shares which are not purchased by the Directed Sale Share Purchasers such persons will be offered by the Underwriters to the public upon the terms and conditions set forth in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Mindleaders Com Inc)

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Offering of Shares by the Underwriters. Upon authorization by the Representatives Representative of the release of the Firm Shares, the several Underwriters propose to offer the Firm Shares for sale upon the terms and conditions set forth in the Prospectus; PROVIDED, HOWEVER, that no Shares registered pursuant to the Rule 462(b) Registration Statement, if any, shall be offered prior to the Effective Time thereof. It is understood that up to 820,000 750,000 shares of the Firm Shares ("Directed Sale Shares") may will initially be reserved by the several Underwriters for offer and sale upon the terms and conditions set forth in the Prospectus (the “Directed Share Program”) and in accordance with the rules and regulations of the NASD to certain employees and persons designated by having business relationships with the Company ("Directed Sale Share Purchasers") REIT and its affiliates who have heretofore delivered to the Representatives Representative offers to purchase shares of Firm Shares (the “Directed Sale Shares Share Participants”) in form satisfactory to the RepresentativesRepresentative, and that any allocation of Directed Sale such Firm Shares among the Directed Sale Share Purchasers shall such persons will be made in accordance with timely directions received by the Representatives Representative from the CompanyREIT; PROVIDED, HOWEVER, provided that under no circumstances shall will the Representatives Representative or any Underwriter be liable to, or have any liability whatsoever for, to the Company REIT or to any Directed Sale Share Purchaser such person for any action taken or omitted in good faith in connection with such offering to employees and persons having business relationships with the Directed Sale Share PurchasersREIT and its subsidiaries. It is further understood that any shares of such Directed Sale Firm Shares which are not purchased by the Directed Sale Share Purchasers such persons will be offered by the Underwriters to the public upon the terms and conditions set forth in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (U-Store-It Trust)

Offering of Shares by the Underwriters. Upon authorization by the Representatives of the release of the Firm Shares, the several Underwriters propose to offer the Firm Shares for sale upon the terms and conditions set forth in the Prospectus; PROVIDED, HOWEVER, that no Shares registered pursuant to the Rule 462(b) Registration Statement, if any, shall be offered prior to the Effective Time thereof. It is understood that up to 820,000 _______ shares of the Firm Shares ("Directed Sale Shares") may will initially be reserved by the several Underwriters for offer and sale upon the terms and conditions set forth in the Prospectus and in accordance with the rules and regulations of the NASD to certain employees and persons designated by having business relationships with the Company ("Directed Sale Share Purchasers") and its subsidiaries who have heretofore delivered to the Representatives offers to purchase Directed Sale shares of Firm Shares in form satisfactory to the Representatives, and that any allocation of Directed Sale such Firm Shares among the Directed Sale Share Purchasers shall such persons will be made in accordance with timely directions received by the Representatives from the Company; PROVIDED, HOWEVER, that under no circumstances shall will the Representatives or any Underwriter be liable to, or have any liability whatsoever for, to the Company or to any Directed Sale Share Purchaser such person for any action taken or omitted in good faith in connection with such offering to employees and persons having business relationships with the Directed Sale Share PurchasersCompany and its subsidiaries. It is further understood that any shares of such Directed Sale Firm Shares which are not purchased by the Directed Sale Share Purchasers such persons will be offered by the Underwriters to the public upon the terms and conditions set forth in the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Sl Green Realty Corp)

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