OFFERING TO SELECTED DEALERS Clause Samples
The "Offering to Selected Dealers" clause defines the terms under which securities or products are made available to a specific group of dealers, rather than to the general public or all potential dealers. Typically, this clause outlines eligibility criteria for dealers, the process for making offers, and any special pricing or allocation arrangements that apply to the selected group. For example, it may specify that only dealers who meet certain financial or regulatory standards can participate in the offering. The core function of this clause is to control and manage the distribution of offerings, ensuring that only qualified or preferred dealers are able to participate, which can help maintain compliance and support orderly market practices.
OFFERING TO SELECTED DEALERS. One or more of the several Underwriters acting through us are severally offering a portion of the Shares to certain dealers ("Selected Dealers") as principals, subject to the terms and conditions of their purchase, to the terms and conditions hereof, and to the modification or cancellation of the offering without notice, at the public offering price set forth in the Prospectus, less a concession not in excess of $.____ per Share. Shares purchased by the several Underwriters, and not sold to the Selected Dealers as aforesaid, may be sold by the several Underwriters. Any of the several Underwriters may be included among the Selected Dealers. The offering of a portion of the Shares to Selected Dealers may be made on the basis of reservations or allotments against subscription. We are advising you by telegram of the method and terms of the offering. Acceptance of any reserved Shares received by us at the office of Alle▇ & ▇ompany Incorporated, 711 ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇ter the time specified therefor in the telegrams, and any subscriptions for additional Shares, will be subject to prior sale and allotment. Subscription books may be closed by us at any time without notice, and the right is reserved to reject any subscriptions in whole or in part.
OFFERING TO SELECTED DEALERS. AND OTHERS; MANAGEMENT OF OFFERING. We authorize you, for our account, to reserve for sale and sell to dealers ("Selected Dealers"), among whom any of the Underwriters may be included, such amount of Securities to be purchased by us as you shall determine. Reservations for sales to Selected Dealers for our account need not be in proportion to our underwriting obligation, but sales of Securities reserved for our account for sale to Selected Dealers shall be made as nearly as practicable in the ratio which the amount of Securities reserved for our account bears to the aggregate amount of Securities reserved for the account of all Underwriters, as calculated from day to day. Sales to Selected Dealers may be made under the Jose▇▇ ▇▇▇▇▇▇▇ & ▇ssoc., Inc. Selected Dealer Agreement, or otherwise. The price to Selected Dealers initially shall be the offering price less a concession not in excess of the Selected Dealers' concession set forth in the Invitation. Selected Dealers shall be actually engaged in the investment banking or securities business and shall be either (i) members in good standing of the National Association of Securities Dealers, Inc. (the "NASD") or (ii) dealers with their principal place of business located outside the United States, its territories and its possessions and not registered under the 1934 Act who agree to make no sales within the United States, its territories or its possessions or to persons who are nationals thereof or residents therein or (iii) banks that are not eligible for membership in the NASD. Each Selected Dealer shall agree to comply with the provisions of Rule 2740 of the NASD Conduct Rules, and each foreign Selected Dealer or bank who is not a member of the NASD also shall agree to comply with the NASD's interpretation with respect to free-riding and withholding, to comply, as though it were a member of the NASD, with the provisions of Rules 2730 and 2750 of the NASD Conduct Rules and to comply with Rule 2420 thereof as that Rule applies to a non-member foreign dealer or bank. With your consent, the Underwriters may allow, and Selected Dealers may reallow, a discount on sales to any dealer who meets the above NASD requirements in an amount not in excess of the amount set forth in the Invitation. Upon your request, we will advise you of the identity of any dealer to whom we allow such a discount and any Underwriter or Selected Dealer from whom we receive such a discount. We also authorize you, for our account, to reserv...
OFFERING TO SELECTED DEALERS. The several Underwriters, acting through us, are severally offering part of the Shares for sale to certain dealers ("Selected Dealers"), as principals, subject to the terms and conditions stated herein and in the Prospectus, at the public offering price per Share set forth in the Prospectus, less the per Share concession set forth in the Prospectus (such concession hereinafter referred to as the "Selected Dealers' Concession"). Sales of Shares to you pursuant to such offering will be evidenced by our written confirmation and will be on such terms and conditions set forth therein and in the Prospectus. In purchasing Shares, you will rely upon no statement whatsoever, written or oral, other than statements in the Prospectus.
OFFERING TO SELECTED DEALERS. We are agreeing to permit you to sell, as our agent, up to $7,012,500 of the Shares, subject to the terms and conditions stated herein and in the Prospectus and subject to the modification, withdrawal or cancellation of the offering at the offering price of $5.50 per share, less a concession of 3% or $0.165 per share (such concession hereinafter referred to as the “Selected Dealers’ Concession”). Sale of Shares by you pursuant to such offering will be evidenced by our written confirmation and will be on such terms and conditions set forth therein and in the Prospectus. In offering Shares, you will rely upon no statement whatsoever, written or oral, other than statements in the Prospectus. The Shares hereunder are to be offered by you to the public at the offering price, subject to the terms thereof. You represent that in selling Shares hereunder you will keep an accurate record of your distribution (including dates, number of copies, and persons to whom sent) of copies of the Prospectus (or any amendment or supplement to any thereof), and promptly upon our request, bringing all subsequent changes to the attention of anyone to whom such material shall have been furnished. After we have commenced selling the Shares to the public, we may change the offering price, the selling concession and the reallowance to dealers. Except as herein otherwise provided, Shares shall not be offered or sold by you below the offering price before the termination of this Agreement.
OFFERING TO SELECTED DEALERS. We are offering to certain dealers ("Selected Dealers") who are members of the National Association of Securities Dealer's, Inc. ("NASD"), including yourselves, the privilege of selling, when, as and if delivered and accepted by us, subject to prior sale and to the approval of counsel and to the terms and conditions hereof, Notes at the public offering price of $1,000, on which you will be due a selected dealers commission stated as follows: SERIES COMMISSION MATURITY RATE ------ ---------- -------- ---- 1996A-I 3.0% _______, 1999 8.0% 1996A-II 4.5% _______, 2001 9.0% 1996A-III 7.0% _______, 2002 10.0% In addition to the commission stated above Selected Dealers will be entitled to a 2% non-accountable expense allowance. Subscription books may be closed by us at any time in our discretion without notice and the right is reserved to reject any subscription in whole or in part, but notification of allotments against and rejections of subscriptions will be made as promptly as practicable.
OFFERING TO SELECTED DEALERS. We are agreeing to permit you to sell, as our agent, up to $7,012,500 of the Shares, subject to the terms and conditions stated herein and in the Prospectus and subject to the modification, withdrawal or cancellation of the offering at the offering price of $5.50 per share, less a concession of 3% or $0.165 per share (such concession hereinafter referred to as the “Selected Dealers’ Concession”). Sale of Shares by you pursuant to such offering will be evidenced by our written confirmation and will be on such terms and conditions set forth therein and in the Prospectus. In offering Shares, you will rely upon no statement whatsoever, written or oral, other than statements in the Prospectus. The Shares hereunder are to be offered by you to the public at the offering price, subject to the terms thereof. You represent that in selling Shares hereunder you will keep an accurate record of your distribution (including dates, number of copies, and persons to whom sent) of copies of the Prospectus (or any amendment or supplement to any thereof), and promptly upon our request, bringing all subsequent changes to the attention of anyone to whom such material shall have been furnished. After we have commenced selling the Shares to the public, we may change the offering price, the selling concession and the reallowance to dealers. Except as herein otherwise provided, Shares shall not be offered or sold by you below the offering price before the termination of this Agreement.
