Common use of Ongoing Compliance of the Prospectus Clause in Contracts

Ongoing Compliance of the Prospectus. If, at any time when a prospectus relating to the Notes is required to be delivered under the Securities Act in connection with the sales by the Underwriters or any dealer, (i) any event will occur or condition will exist as a result of which the Prospectus as then amended or supplemented would include any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading or (ii) it is necessary to amend or supplement the Registration Statement or the Prospectus to comply with law, the Company will immediately notify the Underwriters thereof and forthwith prepare and, subject to Section 4(c) hereof, furnish to the Underwriters such amendments or supplements to the Registration Statement or the Prospectus as may be necessary so that the statements included or incorporated by reference in the Registration Statement or the Prospectus as so amended or supplemented will not, in the light of the circumstances under which they were made, be misleading or so that the Prospectus will comply with law. Neither the consent to, nor the delivery of, any such amendment or supplement by the Underwriters will constitute a waiver of any of the conditions set forth herein.

Ongoing Compliance of the Prospectus. If, at any time when a prospectus relating to If during the Notes is required to be delivered under the Securities Act in connection with the sales by the Underwriters or any dealer, Prospectus Delivery Period (i) any event will shall occur or condition will shall exist as a result of which the Prospectus as then amended or supplemented would include any an untrue statement of a material fact or omit to state any a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were madeexisting when the Prospectus is delivered to a purchaser, not misleading or (ii) if in the written advice of counsel to the Underwriters, it is necessary to amend or supplement the Registration Statement or the Prospectus to comply with applicable law, the Company will immediately notify the Underwriters thereof and forthwith prepare and, subject to Section 4(cparagraph (c) hereofabove, file with the Commission and furnish to the Underwriters and to such dealers as the Representative may designate, such amendments or supplements to the Registration Statement or the Prospectus as may be necessary so that the statements included or incorporated by reference in the Registration Statement or the Prospectus as so amended or supplemented will not, in the light of the circumstances under which they were madeexisting when the Prospectus is delivered to a purchaser, be misleading or so that the Prospectus will comply with applicable law. Neither ; provided that the consent topreparation, nor the delivery of, filing and furnishing of any such amendment amendments or supplement by supplements on or prior to the Underwriters will constitute a waiver of any date that is nine months after the first date of the conditions set forth hereinpublic offering of the Shares shall be at the expense of the Company and shall thereafter be at the expense of the Underwriters.

Ongoing Compliance of the Prospectus. If, If at any time when a prospectus relating to during the Notes is required to be delivered under the Securities Act in connection with the sales by the Underwriters or any dealer, Prospectus Delivery Period (i) any event will shall occur or condition will shall exist as a result of which the Prospectus as then amended or supplemented would include any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were madeexisting when the Prospectus is delivered to a purchaser, not misleading or (ii) it is necessary to amend or supplement the Registration Statement or the Prospectus to comply with law, the Company will immediately notify the Underwriters thereof and forthwith prepare and, subject to Section 4(cparagraph (c) hereofabove, file with the Commission and furnish to the Underwriters such amendments or supplements to the Registration Statement Prospectus (or any document to be filed with the Prospectus Commission and incorporated by reference therein) as may be necessary so that the statements included or incorporated by reference in the Registration Statement or the Prospectus as so amended or supplemented (or including such document to be incorporated by reference therein) will not, in the light of the circumstances under which they were madeexisting when the Prospectus is delivered to a purchaser, be misleading or so that the Prospectus will comply with law. Neither the consent to, nor the delivery of, any such amendment or supplement by the Underwriters will constitute a waiver of any of the conditions set forth herein.

Ongoing Compliance of the Prospectus. If, at any time when a prospectus relating to If during the Notes is required to be delivered under the Securities Act in connection with the sales by the Underwriters or any dealer, Prospectus Delivery Period (i) any event will shall occur or condition will shall exist as a result of which the Final Prospectus as then amended or supplemented would include any an untrue statement of a material fact or omit to state any a material fact required to be stated therein or necessary in order to make the statements therein, in the light of the circumstances under which they were madeexisting when the Final Prospectus is delivered to a purchaser, not misleading or (ii) it is necessary to amend or supplement the Registration Statement or the Final Prospectus to comply with law, the Company will immediately notify the Underwriters thereof and forthwith prepare and, subject to Section 4(cparagraph (c) hereofabove, file with the Commission and furnish to the Underwriters and to such dealers as the Representatives may designate, such amendments or supplements to the Registration Statement or the Final Prospectus as may be necessary so that the statements included or incorporated by reference in the Registration Statement or the Final Prospectus as so amended or supplemented supplemented, as the case may be, will not, in the light of the circumstances under which they were madeexisting when the Final Prospectus is delivered to a purchaser, be misleading or so that the Prospectus Registration Statement or the Final Prospectus, as the case may be, will comply with law. Neither the consent to, nor the delivery of, any such amendment or supplement by the Underwriters will constitute a waiver of any of the conditions set forth herein.