Common use of Preliminary Prospectus Clause in Contracts

Preliminary Prospectus. No order preventing or suspending the use of the Preliminary Prospectus has been issued by the Commission, and the Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of an Underwriter through the Representatives expressly for use in the Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 5 contracts

Samples: Underwriting Agreement (Discover Financial Services), Underwriting Agreement (Discover Financial Services), Underwriting Agreement (Discover Financial Services)

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Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives Representative expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 4 contracts

Samples: Underwriting Agreement (Albemarle Corp), Underwriting Agreement (Ati Inc), Underwriting Agreement (Allegheny Technologies Inc)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 4 contracts

Samples: Underwriting Agreement (Flex Ltd.), Underwriting Agreement (Flex Ltd.), Underwriting Agreement (Flex Ltd.)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and each Preliminary Prospectus included in the Preliminary ProspectusPricing Disclosure Package, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(bArticle VII(b) hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (MPT Operating Partnership, L.P.), Underwriting Agreement (Medical Properties Trust Inc), Underwriting Agreement (MPT Operating Partnership, L.P.)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b6(b) hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (Fidelity National Financial, Inc.), Underwriting Agreement (Fidelity National Financial, Inc.), Underwriting Agreement (Fidelity National Financial, Inc.)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (Coterra Energy Inc.), Underwriting Agreement (Cimarex Energy Co), Underwriting Agreement (Cimarex Energy Co)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the Marketing Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives Representative expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 3 contracts

Samples: Underwriting Agreement (Approach Resources Inc), Underwriting Agreement (Approach Resources Inc), Underwriting Agreement (Approach Resources Inc)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company Issuer makes no representation and warranty with respect to (i) any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company Issuer in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b12(c) hereofhereof and (ii) Counterparty Information.

Appears in 2 contracts

Samples: Underwriting Agreement (Amerisourcebergen Corp), Underwriting Agreement (Walgreens Boots Alliance, Inc.)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Ralph Lauren Corp), Underwriting Agreement (Ralph Lauren Corp)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any untrue statement of a material fact or omit omitted 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Gaming & Leisure Properties, Inc.), Underwriting Agreement (Gaming & Leisure Properties, Inc.)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and or warranty with respect to any statements or omissions made in reliance upon and in conformity with any information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (PayPal Holdings, Inc.), Underwriting Agreement (PayPal Holdings, Inc.)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives Representative expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Carpenter Technology Corp), Underwriting Agreement (Carpenter Technology Corp)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act Act, and did not contain any 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 made, not misleading; provided that the Company makes no representation and or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (VEREIT Operating Partnership, L.P.), Underwriting Agreement (VEREIT Operating Partnership, L.P.)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Carpenter Technology Corp), Underwriting Agreement (Carpenter Technology Corp)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives Representative expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (First Niagara Financial Group Inc), Underwriting Agreement (First Niagara Financial Group Inc)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the Preliminary ProspectusProspectus included in the Pricing Disclosure Package, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of an Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b9(c) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Trulia, Inc.), Underwriting Agreement (Trulia, Inc.)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes and Parent make no representation and or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company and Parent in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (VEREIT Operating Partnership, L.P.), Underwriting Agreement (VEREIT Operating Partnership, L.P.)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (First Niagara Financial Group Inc), Underwriting Agreement (American Axle & Manufacturing Holdings Inc)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the Marketing Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b9(c) hereof.

Appears in 2 contracts

Samples: Underwriting Agreement (Approach Resources Inc), Underwriting Agreement (Approach Resources Inc)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and each Preliminary Prospectus included in the Preliminary ProspectusTime of Sale Information, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (NMI Holdings, Inc.)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives Representative expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b‎7(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Xilinx Inc)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and each Preliminary Prospectus included in the Preliminary ProspectusPricing Disclosure Package, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b7.(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (MPT Operating Partnership, L.P.)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain include any 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 made, not misleading; provided that the Company makes no representation and or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Concentrix Corp)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives Representative expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b8(c) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Dynex Capital Inc)

Preliminary Prospectus. No order preventing or suspending the use of the Preliminary Prospectus has been issued by the Commission, and the Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives Representative expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereofhereof (such information being the “Underwriter Furnished Information”).

Appears in 1 contract

Samples: Underwriting Agreement (Teekay Corp)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to the Underwriter furnished to the Company in writing by the Selling Stockholder or on behalf of an the Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an the Underwriter consists of the information described as such in Section 7(b) hereof9(c).

Appears in 1 contract

Samples: Underwriting Agreement (Exco Resources Inc)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary ProspectusProspectus , it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (McMoran Exploration Co /De/)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes and Parent make no representation and or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company and Parent in writing by or on behalf of an such Underwriter through the Representatives Representative expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (VEREIT Operating Partnership, L.P.)

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Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b‎7(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Xilinx Inc)

Preliminary Prospectus. No order preventing or suspending the use of the Preliminary Prospectus has been issued by the Commission, and the Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information furnished to the Company in writing by or on behalf of an Underwriter through the Representatives Representative expressly for use in the Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Discover Financial Services)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to the Underwriter furnished to the Company in writing by or on behalf of an the Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an the Underwriter consists of the information described as such in Section 7(b9(d) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (HFF, Inc.)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b9(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Ralph Lauren Corp)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the Preliminary Prospectus, ; it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Enel Chile S.A.)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives Representative expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b8(c) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Raptor Pharmaceutical Corp)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to the Underwriter furnished to the Company in writing by or on behalf of an the Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an the Underwriter consists of the information described as such in Section 7(b8(c) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Syntroleum Corp)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives Representative expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Susquehanna Bancshares Inc)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and each Preliminary Prospectus included in the Preliminary ProspectusPricing Disclosure Package, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b9(c) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Cleveland-Cliffs Inc.)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed upon that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such identified in Section 7(b9(c) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Aircastle LTD)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Cimarex Energy Co)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives Representative expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Xilinx Inc)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b6(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Myogen Inc)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes and the Guarantors make no representation and or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an Underwriter the Underwriters to the Company through the Representatives expressly for use in any such document consists of the information described Underwriter Information (as such defined in Section 7(b) hereof(b)).

Appears in 1 contract

Samples: Underwriting Agreement (Amcor PLC)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and each Preliminary Prospectus included in the Preliminary ProspectusPricing Disclosure Package, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to an Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b9(c) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Medical Properties Trust Inc)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and each Preliminary Prospectus included in the Preliminary ProspectusPricing Disclosure Package, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Cliffs Natural Resources Inc.)

Preliminary Prospectus. No order preventing or suspending the use of the any Preliminary Prospectus has been issued by the Commission, and the each Preliminary Prospectus, at the time of filing thereof, complied in all material respects with the Securities Act and did not contain any untrue statement of a material fact or omit omitted 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 made, not misleading; provided that the Company makes no representation and warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Underwriter furnished to the Company in writing by or on behalf of an such Underwriter through the Representatives expressly for use in the any Preliminary Prospectus, it being understood and agreed that the only such information furnished by or on behalf of an any Underwriter consists of the information described as such in Section 7(b) hereof.

Appears in 1 contract

Samples: Underwriting Agreement (Gaming & Leisure Properties, Inc.)

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