Common use of Preparation of Pricing Supplement Clause in Contracts

Preparation of Pricing Supplement. If any offer to purchase a Security is accepted by or on behalf of the Company, the Purchasing Agent will use its reasonable best efforts to send by email or telecopy a draft Pricing Supplement (substantially in the form attached to the Agency Agreement as Exhibit G) to the Company reflecting the terms of such Security by 2:00 p.m. (New York City time) on the applicable Trade Day. The Company shall use its reasonable best efforts to deliver any comments to such Pricing Supplement by email or telecopy to the Purchasing Agent and the Trustee by 4:00 p.m. (New York City time) on the applicable Trade Day. The Company will file such Pricing Supplement with the Commission in accordance with the applicable paragraph of Rule 424(b) under the Securities Act. The Purchasing Agent shall use its reasonable best efforts to send such Pricing Supplement and the Prospectus by email or telecopy or overnight express (for delivery by the close of business on the applicable Trade Day, but in no event later than 11:00 a.m. (New York City time) on the Business Day immediately following the applicable Trade Day and no earlier than the earlier of (i) 5:00 p.m. (New York City time) on the applicable Trade Date or (ii) such time after which the Purchasing Agent shall have incorporated the comments of the Company, if any, to the Pricing Supplement), to each Agent (or other Selected Dealer) which made or presented the offer to purchase the applicable Security and the Trustee at the following applicable address: if to Incapital LLC, to: 200 X. Xxxxxx Drive Suite 3700 Chicago, IL 60606 Attention: Bxxxx Xxxxxx Tel: (000) 000-0000 if to Citigroup Global Markets Inc., to: Citigroup Global Markets Inc. 300 Xxxxxxxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Transaction Execution Group Fax: (000) 000-0000 if to J.J.B. Hxxxxxxx, W.X. Xxxxx LLC, to: 500 Xxxx Xxxxxxxxx Xxxxxx 0xx Xxxxx Xxxxxxxxxx, XX 00000 Attention: Dxxxxx X. Xxxxxxxxxx Tel: (000) 000-0000 if to RBC Capital Markets, LLC, to: Three World Financial Center 200 Xxxxx Xxxxxx New York, New York 10281 Attention: Transaction Management/Sxxxx Xxxxxxxx Tel: (000) 000-0000 if to Wxxxx Fargo Clearing Services, LLC, to: Oxx Xxxxx Xxxxxxxxx Xxxxxx Xx. Xxxxx, XX 00000 Attention: Jxxxx Xxxxxxxxxx Tel: (000) 000-0000 and if to the Trustee, to: U.S. Bank National Association 100 Xxxx Xxxxxx 00xx Xxxxx Xxx Xxxx, XX 00000 Telephone: (000) 000-0000 Telecopier: (000) 000-0000 For record keeping purposes, one copy of each Pricing Supplement, as so filed, shall also be mailed or telecopied to: Hunton & Wxxxxxxx LLP 200 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Mxxxxxx X. Xxxxxxxxxxx Telephone: (000) 000-0000 Telecopier: (000) 000-0000 Each such Agent (or Selected Dealer), in turn, pursuant to the terms of the Agency Agreement and the Master Selected Dealer Agreement, will cause to be timely delivered a copy of the Prospectus and the applicable Pricing Supplement to each purchaser of Securities from such Agent or Selected Dealer. Outdated Pricing Supplements and the Prospectuses to which they are attached (other than those retained for files) will be destroyed by those in possession thereof. Delivery of Confirmation and Prospectus to Purchaser by Presenting The Agents will deliver a Prospectus and Pricing Supplement herein described with respect to each Security sold by it.

Appears in 1 contract

Samples: Agency Agreement (National Rural Utilities Cooperative Finance Corp /Dc/)

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Preparation of Pricing Supplement. If any offer to purchase a Security is accepted by or on behalf of the Company, the Purchasing Agent will use its reasonable best efforts to send by email or telecopy a draft Pricing Supplement (substantially in the form attached to the Agency Agreement as Exhibit G) to the Company reflecting the terms of such Security by 2:00 p.m. (New York City time) on the applicable Trade Day. The Company shall use its reasonable best efforts to deliver any comments to such Pricing Supplement by email or telecopy to the Purchasing Agent and the Trustee by 4:00 p.m. (New York City timeTime) on the applicable Trade Day. The Company will file such Pricing Supplement with the Commission in accordance with the applicable paragraph of Rule 424(b) under the Securities Act. The Purchasing Agent shall use its reasonable best efforts to send such Pricing Supplement and the Prospectus by email or telecopy or overnight express (for delivery by the close of business on the applicable Trade Day, but in no event later than 11:00 a.m. (New York City time) time on the Business Day immediately following the applicable Trade Day and no earlier than the earlier of (i) 5:00 p.m. (New York City time) on the applicable Trade Date or (ii) such time after which the Purchasing Agent shall have incorporated the comments of the Company, if any, to the Pricing Supplement), to each Agent (or other Selected Dealer) which made or presented the offer to purchase the applicable Security and the Trustee at the following applicable address: if to Incapital LLC, to: 200 000 X. Xxxxxx Drive Drive, Suite 3700 3700, Chicago, IL 60606 Attention: Bxxxx Xxxxx Xxxxxx Telephone: (000) 000-0000 if to Banc of America Securities LLC, to: Banc of America Securities LLC Xxx Xxxxxx Xxxx XX0-000-00-00 Xxx Xxxx, Xxx Xxxx 00000 Attention: High Grade Transaction Management/ Legal Tel: (000) 000 0000 if to Xxxxxx X. Xxxxx & Co., L.P., to: 00000 Xxxxxxxxxx Xxxx Xxx Xxxxx, Missouri 63131 Attention: Xxxx Xxxxxxxx Tel: (000) 000-0000 if to Citigroup Global Markets Inc.Xxxxxxx Lynch, to: Citigroup Global Markets Inc. 300 Xxxxxxxxx Pierce, Xxxxxx & Xxxxx Incorporated, to 00xx Xxxxx Xxx Xxxx, XX Xxx Xxxx 00000 Attention: Transaction Execution Management Group FaxTel: (000) 000-0000 if to Xxxxxxx Xxxxxx & Co., Incorporated, to: 000 Xxxxxxxxxx Xxxxxx 000-00-000 — 00xx Xxxxx Xxx Xxxxxxxxx, Xxxxxxxxxx 00000 Attention: Xxxxx Xxxxxxxxx, Fixed Income Trading Tel: (000) 000-0000 if to J.J.B. HxxxxxxxXxxxxxxx, W.X. X.X. Xxxxx LLC, to: 500 000 Xxxx Xxxxxxxxx Xxxxxx 0xx Xxxxx Xxxxxxxxxx, XX Xxxxxxxx 00000 Attention: Dxxxxx Xxxxxx X. Xxxxxxxxxx Tel: (000) 000-0000 if to RBC Capital Markets, LLCXxxxxx Xxxxxxx & Co. Incorporated, to: Three World Financial Center 200 0000 Xxxxxxxx 0xx Xxxxx Xxxxxx New YorkXxx Xxxx, New York 10281 Xxx Xxxx 00000 Attention: Transaction Management/Sxxxx Yurij Slyz Tel: (000) 000-0000 with a copy to: ADP 0000 Xxxx Xxxxxx Xxxxxx Xxxxxxxx, XX 00000 Attention: Xxxxxx Xxxxxxx Prospectuses if to Comerica Securities, Inc., to: 000 Xxxx Xxxx Xxxxxx 0xx Xxxxx Xxxxxxx, Xxxxxxxx 00000 Attention: Xxxxxx Durbul, Assistant Vice President Tel: (000) 000-0000 if to Wxxxx Fargo Clearing Services, UBS Securities LLC, to: Oxx Xxxxx Xxxxxxxxx Xxxxxx Xx000 Xxxxxxxxxx Xxxx. XxxxxXxxxxxxx, XX 00000 Attention: Jxxxx Xxxxxxxxxx Xxxxxx XxXxxx Tel: (000) 000-0000 and if to the Trustee, to: U.S. Bank National Association 100 Xxxx Xxxxxx 00xx Xxxxx Xxx Xxxx, XX 00000 Telephone: (000) 000-0000 Telecopier: (000) 000-0000 For record keeping purposes, one copy of each Pricing Supplement, as so filed, shall also be mailed or telecopied to: Hunton & Wxxxxxxx LLP 200 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Mxxxxxx X. Xxxxxxxxxxx Telephone: (000) 000-0000 Telecopier: (000) 000-0000 Each such Agent (or Selected Dealer), in turn, pursuant to the terms of the Agency Agreement and the Master Selected Dealer Agreement, will cause to be timely delivered a copy of the Prospectus and the applicable Pricing Supplement to each purchaser of Securities from such Agent or Selected Dealer. Outdated Pricing Supplements and the Prospectuses to which they are attached (other than those retained for files) will be destroyed by those in possession thereof. Delivery of Confirmation and Prospectus to Purchaser by Presenting The Agents will deliver a Prospectus and Pricing Supplement herein described with respect to each Security sold by it.:

Appears in 1 contract

Samples: Agency Agreement (National Rural Utilities Cooperative Finance Corp /Dc/)

Preparation of Pricing Supplement. If any offer to purchase a Security Note is accepted by or on behalf of the Company, the Purchasing Agent will use its reasonable best efforts to send by email or telecopy a draft Pricing Supplement (substantially in the form attached to the Agency Selling Agent Agreement as Exhibit GD) to the Company reflecting the terms of such Security Note by 2:00 p.m. (New York City time) on the applicable Trade Day. The Company shall use its reasonable best efforts to deliver any comments to such Pricing Supplement by email or telecopy to the Purchasing Agent and the Trustee by 4:00 p.m. (New York City timeTime) on the applicable Trade Day. The Company will file such Pricing Supplement with the Commission in accordance with the applicable paragraph of Rule 424(b) under the Securities Act. The Purchasing Agent shall use its reasonable best efforts to send such Pricing Supplement and the Prospectus by email or telecopy or overnight express (for delivery by the close of business on the applicable Trade Day, but in no event later than 11:00 a.m. (New York City time) time on the Business Day immediately following the applicable Trade Day and no earlier than the earlier of (i) 5:00 p.m. (New York City time) on the applicable Trade Date or (ii) such time after which the Purchasing Agent shall have incorporated the comments of the Company, if any, to the Pricing Supplement), to each Agent (or other Selected Dealer) which made or presented the offer to purchase the applicable Security Note and the Trustee at the following applicable address: if to Incapital Banc of America Securities LLC, to: 200 X. 0 Xxxx 00xx Xxxxxx Drive Suite 3700 ChicagoXxx Xxxx, IL 60606 Xxx Xxxx 00000 Attention: Bxxxx Xxxxxx TelXxxx Xxxxx Telephone: (000) 000-0000 if to Citigroup Global Markets Inc., to: Citigroup Global Markets Inc. 300 Xxxxxxxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Transaction Execution Group FaxTelecopier: (000) 000-0000 Email: xxxxxx@xxxxxxxxxxxxxx.xxx if to J.J.B. Hxxxxxxx, W.X. Xxxxx Incapital LLC, to: 500 Xxxx Xxxxxxxxx Xxx Xxxxx XxXxxxx Xxxxxx 0xx Xxxxx Xxxxxxxxxx0000 Xxxxxxx, XX 00000 Xxxxxxxx 00000-0000 Attention: Dxxxxx X. Xxxxxxxxxx TelXxxxx Xxxxxx Telephone: (000) 000-0000 if to RBC Capital Markets, LLC, to: Three World Financial Center 200 Xxxxx Xxxxxx New York, New York 10281 Attention: Transaction Management/Sxxxx Xxxxxxxx TelTelecopier: (000) 000-0000 if to Wxxxx Fargo Clearing Services, LLC, toEmail: Oxx Xxxxx Xxxxxxxxx Xxxxxx Xx. Xxxxx, XX 00000 Attention: Jxxxx Xxxxxxxxxx Tel: (000) 000-0000 xxxxx.xxxxxx@xxxxxxxxx.xxx and if to the Trustee, to: U.S. Bank National Association 100 Citibank, N.A. 000 Xxxx Xxxxxx Xxxxxx, 00xx Xxxxx Xxxxx, Xxx Xxxx, XX 00000 Telephone: (000) 000-0000 Telecopier: (000) 000-0000 For record keeping purposes, one copy of each Pricing Supplement, as so filed, shall also be mailed or telecopied to: Hunton Cleary, Gottlieb, Xxxxx & Wxxxxxxx LLP 200 Xxxxxxxx Attention: Xxxxxx X. Flow Telephone: (000) 000-0000 Telecopier: (000) 000-0000 Exh-B-10 and to: Banc of America Securities LLC 0 Xxxx 00xx Xxxxxx Xxx Xxxx, XX Xxx Xxxx 00000 Attention: Mxxxxxx X. Xxxxxxxxxxx Xxxx Xxxxx Telephone: (000) 000-0000 Telecopier: (000) 000-0000 Each such Agent (or Selected Dealer), in turn, pursuant to the terms of the Agency Selling Agent Agreement and the Master Selected Dealer Agreement, will cause to be timely delivered a copy of the Prospectus and the applicable Pricing Supplement to each purchaser of Securities Notes from such Agent or Selected Dealer. Outdated Pricing Supplements and the Prospectuses to which they are attached (other than those retained for files) will be destroyed by those in possession thereof. Delivery of Confirmation and Prospectus to Purchaser by Presenting Agent: The Agents will deliver a Prospectus and Pricing Supplement herein described with respect to each Security Note sold by it.. For each offer to purchase a Note accepted by or on behalf of the Company, the Purchasing Agent will confirm in writing with each Agent or Selected Dealer the terms of such Note, the amount being purchased by such Agent or Selected Dealer and other applicable details described above and delivery and payment instructions, with a copy to the Company. In addition, the Purchasing Agent, other Agent or Selected Dealer, as the case may be, will deliver to investors purchasing the Notes the Prospectus (including the Pricing Supplement) in relation to such Notes prior to or simultaneously with delivery of the confirmation of sale or delivery of the Note. Exh-B-11 Settlement: The receipt of immediately available funds by the Company in payment for Notes and the authentication and issuance of the Global Note representing such Notes shall constitute “Settlement” with respect to such Note. All orders accepted by the Company will be settled within three Business Days pursuant to the timetable for Settlement set forth below, unless the Company and the purchaser agree to Settlement on another specified date, and shall be specified upon acceptance of such offer; provided, however, in all cases the Company will notify the Trustee on the date issuance instructions are given. Settlement Procedures: Settlement Procedures with regard to each Note sold by an Agent shall be as follows:

Appears in 1 contract

Samples: Selling Agent Agreement (Prudential Financial Inc)

Preparation of Pricing Supplement. If any offer to purchase a Security Note is accepted by or on behalf of the Company, the Purchasing Agent Company will use its reasonable best efforts to send by email or telecopy provide a draft Pricing Supplement (substantially in one of the form forms attached to the Agency Selling Agent Agreement as Exhibit G) to D or such other form as may be agreed upon by the Company and the Purchasing Agent) reflecting the terms of such Security by 2:00 p.m. (New York City time) Note and will file such Pricing Supplement with the SEC not later than the close of business on the applicable second Business Day following the Trade DayDate in accordance with Rule 424(b) under the 1933 Act. The Company shall use its reasonable best efforts to deliver any comments to send such Pricing Supplement by email or telecopy fax to the Purchasing Agent and the Trustee by 4:00 3:00 p.m. (New York City timeTime) on the applicable Trade Day. The Company will file such Pricing Supplement with the Commission in accordance with the applicable paragraph of Rule 424(b) under the Securities ActDate. The Purchasing Agent shall use its reasonable best efforts to send such Pricing Supplement and the Prospectus by email or telecopy fax or overnight express (for delivery by the close of business on the applicable Trade DayDate, but in no event later than 11:00 a.m. (New York City time) , on the Business Day immediately following the applicable Trade Day and no earlier than the earlier of (iDate) 5:00 p.m. (New York City time) on the applicable Trade Date or (ii) such time after which the Purchasing Agent shall have incorporated the comments of the Company, if any, to the Pricing Supplement), to each Agent (or other Selected Dealer) which made or presented the offer to purchase the applicable Security Note and the Trustee at the following applicable address: if to Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, to: 00 Xxxxxxxxxxx Xxxxx XX-000-00-00 Xxx Xxxx, XX 00000 Attention: High Grade DCM Transaction Management/Legal Telephone: (000) 000-0000 if to Incapital LLC, to: 200 X. 000 Xxxxx Xxxxxx Drive Xxxxx Suite 3700 Chicago, IL 60606 Attention: Bxxxx Debt Capital Markets Fax: (000) 000-0000 Telephone: (000) 000-0000 With a copy to: Incapital LLC 000 Xxxxx Xxxxxx TelXxxxx Suite 3700 Chicago, IL 60606 Attention: General Counsel Fax: (000) 000-0000 Telephone: (000) 000-0000 if to Citigroup Global Markets Inc., to: Citigroup Global Markets Inc. 300 to 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Transaction Execution Group Telephone: (000) 000-0000 Fax: (000) 000-0000 if to J.J.B. Hxxxxxxx, W.X. Xxxxx Xxxxxx Xxxxxxx & Co. LLC, to: 500 Xxxx Xxxxxxxxx Xxxxxx 0xx 0000 Xxxxxxxx, 00xx Xxxxx XxxxxxxxxxXxx Xxxx, XX 00000 Attention: Dxxxxx X. Xxxxxxxxxx TelInvestment Banking Division Telephone: (000) 000-0000 Fax: (000) 000-0000 With a copy to: Xxxxxx Xxxxxxx & Co. LLC 0000 Xxxxxxxx, 0xx Xxxxx Xxx Xxxx, XX 00000 Attention: Financing Services Group Fax: (000) 000-0000 Telephone: (000) 000-0000 if to RBC Capital MarketsXxxxx Fargo Advisors, LLC, to: Three World Financial Center 200 Xxxxx Xxxxxx New York, New York 10281 Attention: Transaction Management/Sxxxx Xxxxxxxx Tel: (000) 000-0000 if to Wxxxx Fargo Clearing Services, LLC, to: Oxx Xxx Xxxxx Xxxxxxxxx Xxxxxx X0000-000 Xx. Xxxxx, XX 00000 Attention: Jxxxx Xxxxx Xxxxxxxxxx TelTelephone: (000) 000-0000 and if to the Trustee, to: U.S. The Bank National Association 100 Xxxx Xxxxxx 00xx Xxxxx Xxx Xxxxof New York Mellon Trust Company, N.A. 00000 Xxxxxxxxx Xxxxxxx Xxxxxxxxxxxx, XX 00000 TelephoneAttention: (000) 000-0000 TelecopierCorporate Trust Department Email: (000) 000-0000 Xxxxxxxx.xxxxxxx@xxxxxxxxx.xxx For record keeping purposes, one copy of each preliminary and final Pricing Supplement, as so filed, shall also be mailed or telecopied faxed to: Hunton Xxxxxxxx & Wxxxxxxx Xxxxxxxx LLP 200 000 Xxxx 00xx Xxxxxx Xxx Xxxx, XX 00000 00000-0000 Attention: Mxxxxxx Xxxx X. Xxxxxxxxxxx Xxxxxx, Esq. Telephone: (000) 000-0000 Telecopier: Fax (000) 000-0000 Email: xxxxxxx@xxxx.xxx Each such Agent (or Selected Dealer), in turn, pursuant to the terms of the Agency Selling Agent Agreement and the Master Selected Dealer Agreement, will cause to be timely delivered a copy of the Prospectus and the applicable Pricing Supplement to each purchaser of Securities Notes from such Agent or Selected Dealer. Outdated Pricing Supplements and Dealer or otherwise will comply with the Prospectuses to which they are attached (other than those retained for filesrequirements of Rule 173(a) will be destroyed by those in possession thereofunder the 1933 Act. Delivery of Confirmation and Prospectus to Purchaser by Presenting The Agent: Subject to “Suspension of Solicitation; Amendment or Supplement” below and unless the Agent or Selected Dealer complies with the requirements of Rule 173(a) under the 1933 Act, if available, the Agents or Selected Dealers will deliver a Prospectus and final Pricing Supplement as herein described with respect to each Security Note sold by it. For each offer to purchase a Note accepted by or on behalf of the Company, the Purchasing Agent will confirm in writing with each Agent or Selected Dealer the terms of such Note, the amount being purchased by such Agent or Selected Dealer and other applicable details described above and delivery and payment instructions, with a copy to the Company. In addition, unless the Agent or Selected Dealer complies with the requirements of Rule 173(a) under the 1933 Act, if available, the Purchasing Agent, other Agent or Selected Dealer, as the case may be, will deliver to investors purchasing the Notes the Prospectus (including the final Pricing Supplement) in relation to such Notes prior to or simultaneously with delivery of the confirmation of sale or delivery of the Note.

Appears in 1 contract

Samples: Selling Agent Agreement (BAC Capital Trust XIV)

Preparation of Pricing Supplement. If any offer to purchase a Security Note is accepted by or on behalf of the Company, the Purchasing Agent will use its reasonable best efforts to send by email or telecopy facsimile a draft Pricing Supplement (substantially in the form attached to the Agency Selling Agent Agreement as Exhibit GD) to the Company reflecting the terms of such Security Note by 2:00 p.m. (New York City time) on the applicable Trade Day. The Company shall use its reasonable best efforts to deliver any comments to such Pricing Supplement by email or telecopy facsimile to the Purchasing Agent and the Trustee by 4:00 p.m. (New York City timeTime) on the applicable Trade Day. The Company will file such Pricing Supplement with the Commission in accordance with the applicable paragraph of Rule 424(b) under the Securities Act. The Purchasing Agent shall use its reasonable best efforts to send such Pricing Supplement and the Prospectus by email or telecopy facsimile or overnight express (for delivery by the close of business on the applicable Trade Day, but in no event later than 11:00 a.m. (New York City time) time on the Business Day immediately following the applicable Trade Day and no earlier than the earlier of (i) 5:00 p.m. (New York City time) on the applicable Trade Date or (ii) such time after which the Purchasing Agent shall have incorporated the comments of the Company, if any, to the Pricing Supplement), to each Agent (or other Selected Dealer) which made or presented the offer to purchase the applicable Security Note and the Trustee at the following applicable address: if to Incapital Banc of America Securities LLC, to: 200 X. 00 Xxxx 00xx Xxxxxx Drive Suite 3700 ChicagoNY1-040-27-01 New York, IL 60606 New York 10019 Attention: Bxxxx Xxxxxx Xxxx Xxxxx Tel: (000) 000-0000 if to Citigroup Global Markets Inc., to: Citigroup Global Markets Inc. 300 Xxxxxxxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Transaction Execution Group FaxFacsimile: (000) 000-0000 if to J.J.B. Hxxxxxxx, W.X. Xxxxx LLC, toEmail: 500 Xxxx Xxxxxxxxx Xxxxxx 0xx Xxxxx Xxxxxxxxxx, XX 00000 Attention: Dxxxxx X. Xxxxxxxxxx Tel: (000) 000-0000 if to RBC Capital Markets, LLC, to: Three World Financial Center 200 Xxxxx Xxxxxx New York, New York 10281 Attention: Transaction Management/Sxxxx Xxxxxxxx Tel: (000) 000-0000 if to Wxxxx Fargo Clearing Services, LLC, to: Oxx Xxxxx Xxxxxxxxx Xxxxxx Xx. Xxxxx, XX 00000 Attention: Jxxxx Xxxxxxxxxx Tel: (000) 000-0000 xxxxxx@xxxxxxxxxxxxxx.xxx and if to the Trustee, to: U.S. Bank National Association 100 Xxxx Xxxxxx Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxxxx, Xxx Xxxx, XX 00000 Telephone: (000) 000-0000 TelecopierFacsimile: (000) 000-0000 For record keeping purposes, one copy of each Pricing Supplement, as so filed, shall also be mailed or telecopied facsimiled to: Hunton Xxxxxx Xxxxxxxx Xxxxx & Wxxxxxxx Xxxxxxxx LLP 200 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Mxxxxxx Xxxxxx X. Xxxxxxxxxxx Flow Telephone: (000) 000-0000 TelecopierFacsimile: (000) 000-0000 and to: Banc of America Securities LLC 00 Xxxx 00xx Xxxxxx NY1-040-27-01 New York, New York 10019 Attention: Xxxx Xxxxx Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Each such Agent (or Selected Dealer), in turn, pursuant to the terms of the Agency Selling Agent Agreement and the Master Selected Dealer Agreement, will cause to be timely delivered a copy of the Prospectus and the applicable Pricing Supplement to each purchaser of Securities Notes from such Agent or Selected Dealer. Outdated Pricing Supplements and the Prospectuses to which they are attached (other than those retained for files) will be destroyed by those in possession thereof. Delivery of Confirmation and Prospectus to Purchaser by Presenting Agent: The Agents will deliver a Prospectus and Pricing Supplement herein described with respect to each Security Note sold by it. For each offer to purchase a Note accepted by or on behalf of the Company, the Purchasing Agent will confirm in writing with each Agent or Selected Dealer the terms of such Note, the amount being purchased by such Agent or Selected Dealer and other applicable details described above and delivery and payment instructions, with a copy to the Company. In addition, the Purchasing Agent, other Agent or Selected Dealer, as the case may be, will deliver to investors purchasing the Notes the Prospectus (including the Pricing Supplement) in relation to such Notes prior to or simultaneously with delivery of the confirmation of sale or delivery of the Note.

Appears in 1 contract

Samples: Selling Agent Agreement (Prudential Financial Inc)

Preparation of Pricing Supplement. If any offer to purchase a Security Note is accepted by or on behalf of the Company, the Purchasing Agent will use its reasonable best efforts to send by email or telecopy facsimile a draft Pricing Supplement (substantially in the form attached to the Agency Selling Agent Agreement as Exhibit GD) to the Company reflecting the terms of such Security Note by 2:00 p.m. (New York City time) on the applicable Trade Day. The Company shall use its reasonable best efforts to deliver any comments to such Pricing Supplement by email or telecopy facsimile to the Purchasing Agent and the Trustee by 4:00 p.m. (New York City timeTime) on the applicable Trade Day. The Company will file such Pricing Supplement with the Commission in accordance with the applicable paragraph of Rule 424(b) under the Securities Act. The Purchasing Agent shall use its reasonable best efforts to send such Pricing Supplement and the Prospectus by email or telecopy facsimile or overnight express (for delivery by the close of business on the applicable Trade Day, but in no event later than 11:00 a.m. (New York City time) time on the Business Day immediately following the applicable Trade Day and no earlier than the earlier of (i) 5:00 p.m. (New York City time) on the applicable Trade Date or (ii) such time after which the Purchasing Agent shall have incorporated the comments of the Company, if any, to the Pricing Supplement), to each Agent (or other Selected Dealer) which made or presented the offer to purchase the applicable Security Note and the Trustee at the following applicable address: if to Incapital Banc of America Securities LLC, to: 200 X. 00 Xxxx 00xx Xxxxxx Drive Suite 3700 ChicagoNY1-040-27-01 New York, IL 60606 New York 10019 Attention: Bxxxx Xxxxxx Xxxx Xxxxx Tel: (000) 000-0000 if to Citigroup Global Markets Inc., to: Citigroup Global Markets Inc. 300 Xxxxxxxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Transaction Execution Group FaxFacsimile: (000) 000-0000 Email: xxxxxx@xxxxxxxxxxxxxx.xxx Exh B-9 if to J.J.B. Hxxxxxxx, W.X. Xxxxx Incapital LLC, to: 500 Xxxx Xxxxxxxxx Xxx Xxxxx XxXxxxx Xxxxxx 0xx Xxxxx Xxxxxxxxxx0000 Xxxxxxx, XX 00000 00000-0000 Attention: Dxxxxx X. Xxxxxxxxxx TelXxxxx Xxxxxx Telephone: (000) 000-0000 if to RBC Capital Markets, LLC, to: Three World Financial Center 200 Xxxxx Xxxxxx New York, New York 10281 Attention: Transaction Management/Sxxxx Xxxxxxxx TelFacsimile: (000) 000-0000 if to Wxxxx Fargo Clearing Services, LLC, toEmail: Oxx Xxxxx Xxxxxxxxx Xxxxxx Xx. Xxxxx, XX 00000 Attention: Jxxxx Xxxxxxxxxx Tel: (000) 000-0000 xxxxx.xxxxxx@xxxxxxxxx.xxx and if to the Trustee, to: U.S. Bank National Association 100 Xxxx Xxxxxx Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxxxx, Xxx Xxxx, XX 00000 Telephone: (000) 000-0000 TelecopierFacsimile: (000) 000-0000 For record keeping purposes, one copy of each Pricing Supplement, as so filed, shall also be mailed or telecopied tofacsimiled: Hunton Xxxxxx Xxxxxxxx Xxxxx & Wxxxxxxx Xxxxxxxx LLP 200 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Mxxxxxx Xxxxxx X. Xxxxxxxxxxx Flow Telephone: (000) 000-0000 TelecopierFacsimile: (000) 000-0000 and to: Banc of America Securities LLC 00 Xxxx 00xx Xxxxxx XX0-000-00-00 Xxx Xxxx, XX 00000 Attention: Xxxx Xxxxx Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Each such Agent (or Selected Dealer), in turn, pursuant to the terms of the Agency Selling Agent Agreement and the Master Selected Dealer Agreement, will cause to be timely delivered a copy of the Prospectus and the applicable Pricing Supplement to each purchaser of Securities Notes from such Agent or Selected Dealer. Outdated Pricing Supplements and the Prospectuses to which they are attached (other than those retained for files) will be destroyed by those in possession thereof. Delivery of Confirmation and Prospectus to Purchaser by Presenting Agent: The Agents will deliver a Prospectus and Pricing Supplement herein described with respect to each Security Note sold by it. For each offer to purchase a Note accepted by or on behalf of the Company, the Purchasing Agent will confirm in writing with each Agent or Selected Dealer the terms of such Note, the amount being purchased by such Agent or Selected Dealer and other applicable details described above and delivery and payment instructions, with a copy to the Company. In addition, the Purchasing Agent, other Agent or Selected Dealer, as the case may be, will deliver to investors purchasing the Notes the Prospectus (including the Pricing Supplement) in relation to such Notes prior to or simultaneously with delivery of the confirmation of sale or delivery of the Note.

Appears in 1 contract

Samples: Selling Agent Agreement (Prudential Financial Inc)

Preparation of Pricing Supplement. If any offer to purchase a Security Note is accepted by or on behalf of the Company, the Company will provide a Pricing Supplement to the Purchasing Agent will use its reasonable best efforts to send by email or telecopy a draft Pricing Supplement (substantially in and the form attached to the Agency Agreement as Exhibit G) to the Company Trustee reflecting the terms of such Security by 2:00 p.m. (New York City time) on Note and will file such Pricing Supplement with the SEC in accordance with the applicable Trade Dayparagraph of Rule 424(b) under the 1933 Act. The parties acknowledge that pricing and price-dependent information may, of necessity, appear only in the final Pricing Supplement and not in any preliminary pricing supplement. The Company shall use its reasonable best efforts to deliver any comments to send such Pricing Supplement by email or telecopy to the Purchasing Agent and the Trustee by 4:00 3:00 p.m. (New York City time) ), on the applicable Trade Day. The Company will file such Pricing Supplement with the Commission in accordance with the applicable paragraph of Rule 424(b) under the Securities Act. The Purchasing Agent shall use its reasonable best efforts to send such Pricing Supplement and the Prospectus Prospectus, or shall give notification that such documents have been filed with the Securities Exchange Commission, by email or telecopy or overnight express (for delivery by the close of business on the applicable Trade Day, but in no event later than 11:00 a.m. (a.m., New York City time) , on the Business Day immediately following the applicable Trade Day and no earlier than the earlier of (iDay) 5:00 p.m. (New York City time) on the applicable Trade Date or (ii) such time after which the Purchasing Agent shall have incorporated the comments of the Company, if any, to the Pricing Supplement), to each Agent (or other and each Selected Dealer) Dealer which made or presented the offer to purchase the applicable Security Note and the Trustee at the following applicable address: if to Incapital LLC, to: 200 X. 000 Xxxxx Xxxxxx Drive Xxxxx Suite 3700 Chicago, IL Illinois 60606 Attention: Bxxxx Xxxxx Xxxxxx, Head of Capital Markets Telephone: (000) 000-0000 Facsimile: (000) 000-0000 if to Xxxxxxx Lynch, Pierce, Xxxxxx Tel& Xxxxx Incorporated, to: Xxx Xxxxxx Xxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Medium-Term Note Desk Telephone: (000) 000-0000 Facsimile: (000) 000-0000 if to Citigroup Global Markets Inc., to: Citigroup Global Markets Inc. 300 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, XX Xxx Xxxx 00000 Attention: Transaction Execution Group FaxTelephone: (000) 000-0000 Facsimile: (000) 000-0000 if to J.J.B. Hxxxxxxx, W.X. Xxxxx LLCXxxxxx Xxxxxxx & Co. Incorporated, to: 500 Xxxx Xxxxxxxxx Xxxxxx 0xx Xxxxxxx & Co. Incorporated 0000 Xxxxxxxx, Xxxxx Xxxxxxxxxx00 Xxx Xxxx, XX 00000 Attention: Dxxxxx X. Xxxxxxxxxx TelXxxxxxx Xxxxx Phone: (000) 000-0000 Facsimile: (000) 000-0000 if to RBC Capital Markets, LLC, to: Three World Hard copies of prospectuses or pricing supplements should be mailed to: Broadridge Financial Center 200 Xxxxx Solutions Attn: Receiving 0000 Xxxx Xxxxxx New YorkXxxxxx Xxxxxxxx, New York 10281 Attention: Transaction Management/Sxxxx Xxxxxxxx TelXX 00000 Phone: (000) 000-0000 Electronic versions should be sent to; Email: Xxxxxxx.Xxxx@xxxxxxxxxx.xxx; xxxx.xxxx@xxx.xxx if to Wxxxx Xxxxx Fargo Clearing ServicesAdvisors, LLC, to: Oxx Xxx Xxxxx Xxxxxxxxx Xxxxxx Xx. Xxxxx, XX 00000 Attention: Jxxxx Xxxxx Xxxxxxxxxx Tel: (000) 000-0000 and if to the Trustee, to: U.S. Bank National Association 100 Xxxx Xxxxxx 00xx Xxxxx Xxx Xxxx, XX 00000 Telephone: (000) 000-0000 TelecopierFacsimile: (000) 000-0000 For record keeping purposes, one copy of each Pricing Supplement, as so filed, shall also be mailed or telecopied to: Hunton & Wxxxxxxx LLP 200 Xxxx The Bank of New York Mellon as Trustee Corporate Trust Administration 000 Xxxxxxx Xxxxxx Xxx Xxxx- 8W New York, XX 00000 NY 10286 Attention: Mxxxxxx X. Xxxxxxxxxxx Xxxx Xxxxxxx Telephone: (000) 000-0000 TelecopierFacsimile: (000) 000-0000 Each such Agent (or Selected Dealer), in turn, pursuant to the terms of the Agency Selling Agreement and the Master Selected Dealer Dealers Agreement, will cause to be timely delivered a copy of the Prospectus and (including the applicable Pricing Supplement Supplement), or, in lieu thereof, a notice to the effect that the sale was made pursuant to a registration statement or in a transaction in which a Prospectus would have been required to have been delivered in the absence of Rule 172 under the 1933 Act, to each purchaser of Securities Notes from such Agent or Selected Dealer. Outdated Pricing Supplements and the Prospectuses to which they are attached (other than those retained for files) will be destroyed by those in possession thereofdestroyed. Delivery of Confirmation and Prospectus to Purchaser by Presenting The Agent: Subject to “Suspension of Solicitation; Amendment or Supplement” below, the Agents will deliver a or otherwise make available the Prospectus and (including the applicable Pricing Supplement Supplement) as herein described with respect to each Security Notes sold by it. For each offer to purchase a Note accepted by or on behalf of the Company, the Purchasing Agent will confirm in writing with each Agent and Selected Dealer the terms of such Notes, the principal amount of Notes being purchased by such Agent or Selected Dealer and other applicable details described above, delivery and payment instructions and the information required by Rule 173 under the 1933 Act, with a copy to the Company. In addition, each Agent or Selected Dealer, as the case may be, will deliver to investors purchasing the Notes the Prospectus (including the applicable Pricing Supplement) in relation to such Notes to any purchaser of the Notes who so requests.

Appears in 1 contract

Samples: Selling Agent Agreement (Ford Motor Credit Co LLC)

Preparation of Pricing Supplement. If any offer to purchase a Security is accepted by or on behalf of the Company, the Purchasing Agent will use its reasonable best efforts to send by email or telecopy a draft Pricing Supplement (substantially in the form attached to the Agency Agreement as Exhibit G) to the Company reflecting the terms of such Security by 2:00 p.m. (New York City time) on the applicable Trade Day. The Company shall use its reasonable best efforts to deliver any comments to such Pricing Supplement by email or telecopy to the Purchasing Agent and the Trustee by 4:00 p.m. (New York City time) on the applicable Trade Day. The Company will file such Pricing Supplement with the Commission in accordance with the applicable paragraph of Rule 424(b) under the Securities Act. The Purchasing Agent shall use its reasonable best efforts to send such Pricing Supplement and the Prospectus by email or telecopy or overnight express (for delivery by the close of business on the applicable Trade Day, but in no event later than 11:00 a.m. (New York City time) on the Business Day immediately following the applicable Trade Day and no earlier than the earlier of (i) 5:00 p.m. (New York City time) on the applicable Trade Date or (ii) such time after which the Purchasing Agent shall have incorporated the comments of the Company, if any, to the Pricing Supplement), to each Agent (or other Selected Dealer) which made or presented the offer to purchase the applicable Security and the Trustee at the following applicable address: if to Incapital LLC, to: 200 X. Xxxxxx Drive Suite 3700 3400 Chicago, IL 60606 Attention: Bxxxx Xxxxxx Tel: (000) 000-0000 if to Citigroup Global Markets Inc., to: Citigroup Global Markets Inc. 300 Xxxxxxxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Transaction Execution Group Fax: (000) 000-0000 if to J.J.B. Hxxxxxxx, W.X. Xxxxx LLC, to: 500 Xxxx Xxxxxxxxx Xxxxxx 0xx Xxxxx Xxxxxxxxxx, XX 00000 Attention: Dxxxxx X. Xxxxxxxxxx Tel: (000) 000-0000 if to RBC Capital Markets, LLC, to: Three World Financial Center Brookfield Place 200 Xxxxx Xxxxxx New York, New York 10281 Attention: Transaction Management/Sxxxx Xxxxxxxx Tel: (000) 000-0000 if to Wxxxx Fargo Clearing Services, LLC, to: Oxx Xxxxx Xxxxxxxxx Xxxxxx Xx. Xxxxx, XX 00000 Attention: Jxxxx Xxxxxxxxxx Tel: (000) 000-0000 and if to the Trustee, to: U.S. Bank National Association 100 Xxxx Xxxxxx 00xx Xxxxx Xxx Xxxx, XX 00000 Telephone: (000) 000-0000 Telecopier: (000) 000-0000 For record keeping purposes, one copy of each Pricing Supplement, as so filed, shall also be mailed or telecopied to: Hunton & Wxxxxxxx Axxxxxx Xxxxx LLP 200 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Mxxxxxx X. Xxxxxxxxxxx Telephone: (000) 000-0000 Telecopier: (000) 000-0000 Each such Agent (or Selected Dealer), in turn, pursuant to the terms of the Agency Agreement and the Master Selected Dealer Agreement, will cause to be timely delivered a copy of the Prospectus and the applicable Pricing Supplement to each purchaser of Securities from such Agent or Selected Dealer. Outdated Pricing Supplements and the Prospectuses to which they are attached (other than those retained for files) will be destroyed by those in possession thereof. Delivery of Confirmation and Prospectus to Purchaser by Presenting Agent: The Agents will deliver a Prospectus and Pricing Supplement herein described with respect to each Security sold by it. For each offer to purchase a Security accepted by or on behalf of the Company, the Purchasing Agent will confirm in writing with each Agent or Selected Dealer the terms of such Security, the amount being purchased by such Agent or Selected Dealer and other applicable details described above and delivery and payment instructions, with a copy to the Company. In addition, the Purchasing Agent, other Agent or Selected Dealer, as the case may be, will deliver to investors purchasing the Securities the Prospectus (including the Pricing Supplement) in relation to such Securities prior to or simultaneously with delivery of the confirmation of sale or delivery of the Security.

Appears in 1 contract

Samples: Agency Agreement (National Rural Utilities Cooperative Finance Corp /Dc/)

Preparation of Pricing Supplement. If any offer to purchase a Security Note is accepted by or on behalf of the Company, the Purchasing Agent Company will use its reasonable best efforts to send by email or telecopy provide a draft Pricing Supplement (substantially in one of the form forms attached to the Agency Selling Agent Agreement as Exhibit G) to D or such other form as may be agreed upon by the Company and the Purchasing Agent) reflecting the terms of such Security by 2:00 p.m. (New York City time) Note and will file such Pricing Supplement with the SEC not later than the close of business on the applicable second Business Day following the Trade DayDate in accordance with Rule 424(b) under the 1933 Act. The Company shall use its reasonable best efforts to deliver any comments to send such Pricing Supplement by email or telecopy fax to the Purchasing Agent and the Trustee by 4:00 3:00 p.m. (New York City timeTime) on the applicable Trade Day. The Company will file such Pricing Supplement with the Commission in accordance with the applicable paragraph of Rule 424(b) under the Securities ActDate. The Purchasing Agent shall use its reasonable best efforts to send such Pricing Supplement and the Prospectus by email or telecopy fax or overnight express (for delivery by the close of business on the applicable Trade DayDate, but in no event later than 11:00 a.m. (New York City time) , on the Business Day immediately following the applicable Trade Day and no earlier than the earlier of (iDate) 5:00 p.m. (New York City time) on the applicable Trade Date or (ii) such time after which the Purchasing Agent shall have incorporated the comments of the Company, if any, to the Pricing Supplement), to each Agent (or other Selected Dealer) which made or presented the offer to purchase the applicable Security Note and the Trustee at the following applicable address: if to Incapital Banc of America Securities LLC, to: 200 X. Bank of America Tower NY1-100-18-01 Xxx Xxxxxx Drive Suite 3700 ChicagoXxxx Xxx Xxxx, IL 60606 Xxx Xxxx 00000 Attention: Bxxxx Xxxxxx TelHigh Grade Debt Capital Markets Transaction Management Telephone: (000) 000-0000 Fax: (000) 000-0000 Email: xxxxxx@xxxxxxxxxxxxxx.xxx if to Incapital LLC, to: 000 Xxxxx Xxxxxx Xxxxx Suite 3700 Chicago, Illinois 60606 Attention: Xxxxxx Xxxxx Telephone: (000) 000-0000 Fax: (000) 000-0000 Email: xxx.xxxxx@xxxxxxxxx.xxx if to Xxxxxxx Xxxxxx & Co., Inc., to: 000 Xxxxxxxxxx Xxxxxx San Francisco, California 94104 Attention: Xxxx Cu SF215FMT-04-314 Telephone: (000) 000-0000 Fax: (000) 000-0000 Email: xxxx.xx@xxxxxx.xxx if to Citigroup Global Markets Inc., to: Citigroup Global Markets Inc. 300 to 000 Xxxxxxxxx Xxxxxx Xxxxxx, 0xx xxxxx Xxx Xxxx, XX Xxx Xxxx 00000 Attention: Transaction Execution Group Xxxxxx Xxxxxx Telephone: (000) 000-0000 Fax: (000) 000-0000 Email: xxxxxx.xxxxxx@xxxxxxxxx.xxx if to Xxxxxx X. Xxxxx & Co., L.P., to: Corporate Bond Department 00000 Xxxxxxxxxx Xxxx Xx. Xxxxx, Xxxxxxxx 00000 Attention: Xxxx Xxxxxxxx Telephone: (000) 000-0000 Fax: (000) 000-0000 Email: xxxx.xxxxxxxx@xxxxxxxxxxx.xxx if to Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, to: ADP Integrated Distribution Services 0000 Xxxx Xxxxxx Xxx. Xxxxxxxx, Xxx Xxxx 00000 Attention: Charmany Hill/MTNs Telephone: (000) 000-0000 Fax: (000) 000-0000 if to J.J.B. HxxxxxxxXxxxxx Xxxxxxx & Co. Incorporated, W.X. to: 0000 Xxxxxxxx, 0xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Yurij Slyz Telephone: (000) 000-0000 Fax: (000) 000-0000 Email: Xxxxx.Xxxx@xxxxxxxxxxxxx.xxx With a copy to: ADP 0000 Xxxx Xxxxxx Xxx. Xxxxxxxx, Xxx Xxxx 00000 Attention: Xxxxxx Xxxxxxx Prospectuses if to UBS Securities LLC, to: 500 Xxxx Xxxxxxxxx 000 Xxxxxx Xxxxxxxxx, 0xx Xxxxx XxxxxxxxxxXxxxxxxxx, XX 00000 Xxx Xxxxxx 00000-0000 Attention: Dxxxxx Corporate Bond Trading Telephone: (000) 000-0000 Fax: (000)-000-0000 Email: xxxxxx.xxxxxx@xxx.xxx if to Wachovia Securities, LLC, to Xxx X. Xxxxxxxxx St. Louis, Missouri 63103 Attention: Xxxxx Xxxxxxxxxx TelTelephone: (000) 000-0000 if to RBC Capital MarketsWaMu Investments, LLCInc., to: Three World Financial Center 200 Xxxxx to 00000 Xxxxxxxx Xxxxxx New YorkIrvine, New York 10281 California 92614 Attention: Transaction Management/Sxxxx Xxxxxx Xxxxxxxx TelFax: (000) 000-0000 if to Wxxxx Fargo Clearing Services, LLC, to: Oxx Xxxxx Xxxxxxxxx Xxxxxx Xx. Xxxxx, XX 00000 Attention: Jxxxx Xxxxxxxxxx TelTelephone: (000) 000-0000 Email: xxxxx.xxxxxxxx@xxxx.xxx and if to the Trustee, to: U.S. The Bank National Association 100 Xxxx Xxxxxx 00xx Xxxxx Xxx Xxxxof New York Mellon Trust Company, XX N.A. 00000 TelephoneXxxxxxxxx Xxxxxxx Xxxxxxxxxxxx, Xxxxxxx 00000 Attention: (000) 000-0000 TelecopierCorporate Trust Department Email: (000) 000-0000 xxxx.xxxxxxxx@xxxxxxxxx.xxx For record keeping purposes, one copy of each preliminary and final Pricing Supplement, as so filed, shall also be mailed or telecopied faxed to: Hunton Xxxxxxxx & Wxxxxxxx Xxxxxxxx LLP 200 Xxxx Xxxxxx 1290 Avenue of the Americas Xxx Xxxx, XX 00000 Xxx Xxxx 00000-0000 Attention: Mxxxxxx Xxxx X. Xxxxxxxxxxx Xxxxxx, Esq. Telephone: (000) 000-0000 Telecopier: Fax (000) 000-0000 Email: xxxxxxx@xxxx.xxx and to: Banc of America Securities LLC Bank of America Tower NY1-100-18-01 Xxx Xxxxxx Xxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: High Grade Debt Capital Markets Transaction Management Telephone: 000-000-0000 Fax: 000-000-0000 Email: xxxxxx@xxxxxxxxxxxxxx.xxx Each such Agent (or Selected Dealer), in turn, pursuant to the terms of the Agency Selling Agent Agreement and the Master Selected Dealer Agreement, will cause to be timely delivered a copy of the Prospectus and the applicable Pricing Supplement to each purchaser of Securities Notes from such Agent or Selected DealerDealer or otherwise will comply with the requirements of Rule 173(a) under the 1933 Act. Outdated Pricing Supplements and the Prospectuses Prospectus(es) to which they are attached (other than those retained for files) will be destroyed by those in possession thereofdestroyed. Delivery of Confirmation and Prospectus to Purchaser by Presenting The Agent: Subject to “Suspension of Solicitation; Amendment or Supplement” below and unless the Agent or Selected Dealer complies with the requirements of Rule 173(a) under the 1933 Act, if available, the Agents or Selected Dealers will deliver a Prospectus and final Pricing Supplement as herein described with respect to each Security Note sold by it. For each offer to purchase a Note accepted by or on behalf of the Company, the Purchasing Agent will confirm in writing with each Agent or Selected Dealer the terms of such Note, the amount being purchased by such Agent or Selected Dealer and other applicable details described above and delivery and payment instructions, with a copy to the Company. In addition, unless the Agent or Selected Dealer complies with the requirements of Rule 173(a) under the 1933 Act, if available, the Purchasing Agent, other Agent or Selected Dealer, as the case may be, will deliver to investors purchasing the Notes the Prospectus (including the final Pricing Supplement) in relation to such Notes prior to or simultaneously with delivery of the confirmation of sale or delivery of the Note.

Appears in 1 contract

Samples: Selling Agent Agreement (Bank of America Corp /De/)

Preparation of Pricing Supplement. If any offer to purchase a Security is accepted by or on behalf of the Company, the Purchasing Agent will use its reasonable best efforts to send by email or telecopy a draft Pricing Supplement (substantially in the form attached to the Agency Agreement as Exhibit G) to the Company reflecting the terms of such Security by 2:00 p.m. (New York City time) on the applicable Trade Day. The Company shall use its reasonable best efforts to deliver any comments to such Pricing Supplement by email or telecopy to the Purchasing Agent and the Trustee by 4:00 p.m. (New York City timeTime) on the applicable Trade Day. The Company will file such Pricing Supplement with the Commission in accordance with the applicable paragraph of Rule 424(b) under the Securities Act. The Purchasing Agent shall use its reasonable best efforts to send such Pricing Supplement and the Prospectus by email or telecopy or overnight express (for delivery by the close of business on the applicable Trade Day, but in no event later than 11:00 a.m. (New York City time) time on the Business Day immediately following the applicable Trade Day and no earlier than the earlier of (i) 5:00 p.m. (New York City time) on the applicable Trade Date or (ii) such time after which the Purchasing Agent shall have incorporated the comments of the Company, if any, to the Pricing Supplement), to each Agent (or other Selected Dealer) which made or presented the offer to purchase the applicable Security and the Trustee at the following applicable address: if to Incapital LLC, to: 200 000 X. Xxxxxx Drive Drive, Suite 3700 3700, Chicago, IL 60606 Attention: Bxxxx Xxxxx Xxxxxx Tel: (000) 000-0000 if to Citigroup Global Markets Inc., to: Citigroup Global Markets Inc. 300 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Transaction Execution Group General Counsel Fax: (000) -000-0000 if to J.J.B. HxxxxxxxXxxxxxxx, W.X. X.X. Xxxxx LLC, to: 500 000 Xxxx Xxxxxxxxx Xxxxxx 0xx Xxxxx Xxxxxxxxxx, XX Xxxxxxxx 00000 Attention: Dxxxxx Xxxxxx X. Xxxxxxxxxx Tel: (000) 000-0000 if to RBC Capital Markets, Xxxxxx Xxxxxxx & Co. LLC, to: Three World Financial Center 200 0000 Xxxxxxxx 0xx Xxxxx Xxxxxx New YorkXxx Xxxx, New York 10281 Xxx Xxxx 00000 Attention: Transaction Management/Sxxxx Yurij Slyz Tel: (000) 000-0000 with a copy to: ADP 0000 Xxxx Xxxxxx Xxxxxx Xxxxxxxx, XX 00000 Attention: Xxxxxx Xxxxxxx Prospectuses if to Comerica Securities, Inc., to: 000 Xxxx Xxxx Xxxxxx 0xx Xxxxx Xxxxxxx, Xxxxxxxx 00000 Attention: Xxxxxx Xxxxxx, Assistant Vice-President Tel: (000) 000-0000 if to Wxxxx UBS Securities LLC, to: 000 Xxxxxx Xxxx., 0xx Xxxxx Xxxxxxxxx, XX 00000 Attention: Xxxxxx XxXxxx Tel: (000) 000-0000 if to Xxxxx Fargo Clearing ServicesSecurities, LLC, to: Oxx Xxx Xxxxx Xxxxxxxxx Xxxxxx Xx. Xxxxx, XX 00000 Attention: Jxxxx Xxxxx Xxxxxxxxxx Tel: (000) 000-0000 and if to the Trustee, to: U.S. Bank National Association 100 000 Xxxx Xxxxxx 00xx Xxxxx Xxx Xxxx, XX Xxx Xxxx 00000 Telephone: (000) 000-0000 Telecopier: (000) 000-0000 For record keeping purposes, one copy of each Pricing Supplement, as so filed, shall also be mailed or telecopied to: Hunton Xxxxx & Wxxxxxxx XxXxxxx LLP 200 Xxxx 0000 Xxxxxx xx xxx Xxxxxxxx Xxx Xxxx, XX Xxx Xxxx 00000 Attention: Mxxxxxx Xxxxxxx X. Xxxxxxxxxxx Telephone: (000) 000-0000 Telecopier: (000) 000-0000 Each such Agent (or Selected Dealer), in turn, pursuant to the terms of the Agency Agreement and the Master Selected Dealer Agreement, will cause to be timely delivered a copy of the Prospectus and the applicable Pricing Supplement to each purchaser of Securities from such Agent or Selected Dealer. Outdated Pricing Supplements and the Prospectuses to which they are attached (other than those retained for files) will be destroyed by those in possession thereof. Delivery of Confirmation and Prospectus to Purchaser by Presenting Agent: The Agents will deliver a Prospectus and Pricing Supplement herein described with respect to each Security sold by it. For each offer to purchase a Security accepted by or on behalf of the Company, the Purchasing Agent will confirm in writing with each Agent or Selected Dealer the terms of such Security, the amount being purchased by such Agent or Selected Dealer and other applicable details described above and delivery and payment instructions, with a copy to the Company. In addition, the Purchasing Agent, other Agent or Selected Dealer, as the case may be, will deliver to investors purchasing the Securities the Prospectus (including the Pricing Supplement) in relation to such Securities prior to or simultaneously with delivery of the confirmation of sale or delivery of the Security.

Appears in 1 contract

Samples: Agency Agreement (National Rural Utilities Cooperative Finance Corp /Dc/)

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Preparation of Pricing Supplement. If any offer to purchase a Security Note is accepted by or on behalf of the Company, the Company will provide a Pricing Supplement to the Purchasing Agent will use its reasonable best efforts to send by email or telecopy a draft Pricing Supplement (substantially in the form attached to the Agency Agreement as Exhibit G) to the Company and Trustee reflecting the terms of such Security by 2:00 p.m. (New York City time) on Note and will file such Pricing Supplement with the SEC in accordance with the applicable Trade Dayparagraph of Rule 424(b) under the Act. The parties acknowledge that pricing and price-dependent information may, of necessity, appear only in the final Pricing Supplement and not in the preliminary Pricing Supplement. The Company shall use its reasonable best efforts to deliver any comments to send such Pricing Supplement by email or telecopy to the Purchasing Agent and the Trustee by 4:00 3:00 p.m. (New York City timeTime) on the applicable Trade Day. The Company will file such Pricing Supplement with the Commission in accordance with the applicable paragraph of Rule 424(b) under the Securities Act. The Purchasing Agent shall use its reasonable best efforts to send such Pricing Supplement and the Prospectus by email or telecopy or overnight express (for delivery by the close of business on the applicable Trade Day, but in no event later than 11:00 a.m. (New York City time) , on the Business Day immediately following the applicable Trade Day and no earlier than the earlier of (iDate) 5:00 p.m. (New York City time) on the applicable Trade Date or (ii) such time after which the Purchasing Agent shall have incorporated the comments of the Company, if any, to the Pricing Supplement), to each Agent (or other and each Selected Dealer) Dealer which made or presented the offer to purchase the applicable Security Note and the Trustee at the following applicable address: CHI99 5065785-1.021110.0010 if to Incapital Banc of America Securities LLC, to: 200 X. Banc of America Securities LLC Xxx Xxxxxx Drive Suite 3700 ChicagoXxxx XX0-000-00-00 Xxx Xxxx, IL 60606 Xxx Xxxx 00000 Attention: Bxxxx High Grade Transaction Management Fax: (000) 000-0000 If to HSBC Securities (USA) Inc., to: HSBC Securities (USA) Inc. HSBC Tower 3 000 0xx Xxxxxx TelXxx Xxxx, XX 00000 Attention: Transaction Management Group Fax: (000) 000-0000 With a copy to ADP Prospectus Services C/O HSBC Securities (USA) Inc. 0000 Xxxx Xxxxxx Xxxxxx, Xxx 0-0 Xxxxxxxx, XX 00000 Attention: Xxxxxxx Xxxxxxxx Fax: (000) 000-0000 if to Citigroup Global Markets Inc.Incapital LLC, to: 000 Xxxxx Xxxxxx Xxxxx Suite 3700 Chicago, Illinois 60606 Attention: Xxx Xxxxx Telephone: (000) 000-0000 Fax: (000) 000-0000 Email: xxx.xxxxx@xxxxxxxxx.xxx if to the Agents: Xxxxxxx Xxxxxx & Co., Incorporated 000 Xxxxxxxxxx Xxxxxx San Francisco, CA 94104 Attention: Xxxxx Xxxxxxxxx XX000XXX-00-000 Fax: (000) 000-0000 Citigroup Global Markets Inc. 300 000 Xxxxxxxxx Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Transaction Execution Group Fax: (000) 000-0000 if to J.J.B. Hxxxxxxx, W.X. Xxxxx LLC, to: 500 Xxxx Xxxxxxxxx Xxxxxx 0xx Xxxxx Xxxxxxxxxx, XX 00000 Attention: Dxxxxx X. Xxxxxxxxxx Tel: (000) 000CHI99 5065785-0000 if to RBC Capital Markets, LLC, to: Three World Financial Center 200 Xxxxx Xxxxxx New York, New York 10281 Attention: Transaction Management/Sxxxx Xxxxxxxx Tel: (000) 000-0000 if to Wxxxx Fargo Clearing Services, LLC, to: Oxx Xxxxx Xxxxxxxxx Xxxxxx Xx. Xxxxx, XX 00000 Attention: Jxxxx Xxxxxxxxxx Tel: (000) 000-0000 and if to the Trustee, to: U.S. Bank National Association 100 Xxxx Xxxxxx 00xx Xxxxx Xxx Xxxx, XX 00000 Telephone: (000) 000-0000 Telecopier: (000) 000-0000 For record keeping purposes, one copy of each Pricing Supplement, as so filed, shall also be mailed or telecopied to: Hunton & Wxxxxxxx LLP 200 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Mxxxxxx X. Xxxxxxxxxxx Telephone: (000) 000-0000 Telecopier: (000) 000-0000 Each such Agent (or Selected Dealer), in turn, pursuant to the terms of the Agency Agreement and the Master Selected Dealer Agreement, will cause to be timely delivered a copy of the Prospectus and the applicable Pricing Supplement to each purchaser of Securities from such Agent or Selected Dealer. Outdated Pricing Supplements and the Prospectuses to which they are attached (other than those retained for files) will be destroyed by those in possession thereof. Delivery of Confirmation and Prospectus to Purchaser by Presenting The Agents will deliver a Prospectus and Pricing Supplement herein described with respect to each Security sold by it.1.021110.0010

Appears in 1 contract

Samples: Selling Agent Agreement (HSBC Finance Corp)

Preparation of Pricing Supplement. If any offer to purchase a Security is accepted by or on behalf of the Company, the Purchasing Agent will use its reasonable best efforts to send by email or telecopy a draft Pricing Supplement (substantially in the form attached to the Agency Agreement as Exhibit G) to the Company reflecting the terms of such Security by 2:00 p.m. (New York City time) on the applicable Trade Day. The Company shall use its reasonable best efforts to deliver any comments to such Pricing Supplement by email or telecopy to the Purchasing Agent and the Trustee by 4:00 p.m. (New York City time) on the applicable Trade Day. The Company will file such Pricing Supplement with the Commission in accordance with the applicable paragraph of Rule 424(b) under the Securities Act. The Purchasing Agent shall use its reasonable best efforts to send such Pricing Supplement and the Prospectus by email or telecopy or overnight express (for delivery by the close of business on the applicable Trade Day, but in no event later than 11:00 a.m. (New York City time) on the Business Day immediately following the applicable Trade Day and no earlier than the earlier of (i) 5:00 p.m. (New York City time) on the applicable Trade Date or (ii) such time after which the Purchasing Agent shall have incorporated the comments of the Company, if any, to the Pricing Supplement), to each Agent (or other Selected Dealer) which made or presented the offer to purchase the applicable Security and the Trustee at the following applicable address: if to Incapital LLC, to: 200 X. Xxxxxx Drive Suite 3700 Chicago, IL 60606 Attention: Bxxxx Xxxxxx Tel: (000) 000-0000 if to Citigroup Global Markets Inc., to: Citigroup Global Markets Inc. 300 Xxxxxxxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Transaction Execution Group General Counsel Fax: (000) 200-000-0000 if to J.J.B. Hxxxxxxx, W.X. Xxxxx LLC, to: 500 Xxxx Xxxxxxxxx Xxxxxx 0xx Xxxxx Xxxxxxxxxx, XX 00000 Attention: Dxxxxx X. Xxxxxxxxxx Tel: (000) 000-0000 if to RBC Capital MarketsComerica Securities, LLCInc., to: Three World Financial Center 200 Xxxx Xxxx Xxxxxx 0xx Xxxxx Xxxxxx New YorkXxxxxxx, New York 10281 XX 00000 Attention: Transaction Management/Sxxxx Xxxxxxxx Dxxxxx Xxxxxx, Assistant Vice-President Tel: (000) 000-0000 if to Wxxxx Fargo Clearing ServicesSecurities, LLC, to: Oxx Xxxxx Xxxxxxxxx Xxxxxx Xx. Xxxxx, XX 00000 Attention: Jxxxx Xxxxxxxxxx Tel: (000) 000-0000 and if to the Trustee, to: U.S. Bank National Association 100 Xxxx Xxxxxx 00xx Xxxxx Xxx Xxxx, XX 00000 Telephone: (000) 000-0000 Telecopier: (000) 000-0000 For record keeping purposes, one copy of each Pricing Supplement, as so filed, shall also be mailed or telecopied to: Hunton & Wxxxxxxx LLP 200 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Mxxxxxx X. Xxxxxxxxxxx Telephone: (000) 000-0000 Telecopier: (000) 000-0000 Each such Agent (or Selected Dealer), in turn, pursuant to the terms of the Agency Agreement and the Master Selected Dealer Agreement, will cause to be timely delivered a copy of the Prospectus and the applicable Pricing Supplement to each purchaser of Securities from such Agent or Selected Dealer. Outdated Pricing Supplements and the Prospectuses to which they are attached (other than those retained for files) will be destroyed by those in possession thereof. Delivery of Confirmation and Prospectus to Purchaser by Presenting Agent: The Agents will deliver a Prospectus and Pricing Supplement herein described with respect to each Security sold by it. For each offer to purchase a Security accepted by or on behalf of the Company, the Purchasing Agent will confirm in writing with each Agent or Selected Dealer the terms of such Security, the amount being purchased by such Agent or Selected Dealer and other applicable details described above and delivery and payment instructions, with a copy to the Company. In addition, the Purchasing Agent, other Agent or Selected Dealer, as the case may be, will deliver to investors purchasing the Securities the Prospectus (including the Pricing Supplement) in relation to such Securities prior to or simultaneously with delivery of the confirmation of sale or delivery of the Security.

Appears in 1 contract

Samples: Agency Agreement (National Rural Utilities Cooperative Finance Corp /Dc/)

Preparation of Pricing Supplement. If any offer to purchase a Security Note is accepted by or on behalf of the Company, the Purchasing Agent Company will use its reasonable best efforts to send by email or telecopy provide a draft Pricing Supplement (substantially in one of the form forms attached to the Agency Selling Agent Agreement as Exhibit G) to D or such other form as may be agreed upon by the Company and the Purchasing Agent) reflecting the terms of such Security by 2:00 p.m. (New York City time) Note and will file such Pricing Supplement with the SEC not later than the close of business on the applicable second Business Day following the Trade DayDate in accordance with Rule 424(b) under the Securities Act. The Company shall use its reasonable best efforts to deliver any comments to send such Pricing Supplement by email or telecopy fax to the Purchasing Agent and the Trustee by 4:00 3:00 p.m. (New York City timeTime) on the applicable Trade Day. The Company will file such Pricing Supplement with the Commission in accordance with the applicable paragraph of Rule 424(b) under the Securities ActDate. The Purchasing Agent shall use its reasonable best efforts to send such Pricing Supplement and the Prospectus by email or telecopy fax or overnight express (for delivery by the close of business on the applicable Trade DayDate, but in no event later than 11:00 a.m. (New York City time) , on the Business Day immediately following the applicable Trade Day and no earlier than the earlier of (iDate) 5:00 p.m. (New York City time) on the applicable Trade Date or (ii) such time after which the Purchasing Agent shall have incorporated the comments of the Company, if any, to the Pricing Supplement), to each Agent (or other Selected Dealer) which made or presented the offer to purchase the applicable Security Note and the Trustee at the following applicable address: if to Incapital BofA Securities, Inc., to: 0000 Xxxxxxxx XX0-000-00-00 Xxx Xxxx, XX 00000-0000 Attention: High Grade Debt Capital Markets Transaction Management/Legal Fax: 000-000-0000 if to InspereX LLC, to: 200 X. 000 Xxxxx Xxxxxx Drive Xxxxx Suite 3700 3400 Chicago, IL 60606 Attention: Bxxxx Debt Capital Markets Fax: (000) 000-0000 Telephone: (000) 000-0000 With a copy to: InspereX LLC 000 Xxxxx Xxxxxx TelXxxxx Suite 3400 Chicago, IL 60606 Attention: General Counsel Fax: (000) 000-0000 Telephone: (000) 000-0000 if to Citigroup Global Markets Inc., to: Citigroup Global Markets Inc. 300 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Transaction Execution Group Telephone: (000) 000-0000 Fax: (000) 000-0000 Email: XXX.XxxXxxx@xxxx.xxx if to Xxxxxx Xxxxxxx & Co. LLC, to: 0000 Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Investment Banking Division Telephone: (000) 000-0000 With a copy to: Xxxxxx Xxxxxxx & Co. LLC 0000 Xxxxxxxx, 0xx Xxxxx Xxx Xxxx, XX 00000 Attention: Financing Services Group Fax: (000) 000-0000 Telephone: (000) 000-0000 if to J.J.B. Hxxxxxxx, W.X. Xxxxx Fargo Clearing Services LLC, to: 500 Xxxx Xxxxxxxxx Xxxxxx 0xx Xxxxx Xxxxxxxxxx, XX 00000 Attention: Dxxxxx X. Xxxxxxxxxx Tel: (000) 000-0000 if to RBC Capital Markets, LLC, to: Three World Financial Center 200 Xxxxx Xxxxxx New York, New York 10281 Attention: Transaction Management/Sxxxx Xxxxxxxx Tel: (000) 000-0000 if to Wxxxx Fargo Clearing Services, LLC, to: Oxx Xxx Xxxxx Xxxxxxxxx Xxxxxx X0000-000 Xx. Xxxxx, XX 00000 Attention: Jxxxx Xxxxx Xxxxxxxxxx TelTelephone: (000) 000-0000 and if to the Trustee, to: U.S. The Bank National Association 100 of New York Mellon Trust Company, N.A. 0000 Xxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxxxx, XX 00000 Attention: Corporate Trust Department Email: xxxxx.xxxxx@xxxxxxxxx.xxx For record keeping purposes, one copy of each preliminary pricing supplement and final pricing supplement, as so filed, shall also be mailed or faxed to: Xxxx X. Xxxxxxx Xxxxx Xxxx & Xxxxxxxx LLP 000 Xxxxxxxxx Xxxxxx 00xx Xxxxx Xxx Xxxx, XX 00000 Telephone: (000) 000-000 0000 TelecopierFax: (000) 000-0000 For record keeping purposes, one copy of each Pricing Supplement, as so filed, shall also be mailed or telecopied toEmail: Hunton & Wxxxxxxx LLP 200 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Mxxxxxx X. Xxxxxxxxxxx Telephone: (000) 000-0000 Telecopier: (000) 000-0000 xxxx.xxxxxxx@xxxxxxxxx.xxx Each such Agent (or Selected Dealer), in turn, pursuant to the terms of the Agency Selling Agent Agreement and the Master Selected Dealer Agreement, will cause to be timely delivered a copy of the Prospectus and the applicable Pricing Supplement to each purchaser of Securities Notes from such Agent or Selected Dealer. Outdated Pricing Supplements and Dealer or otherwise will comply with the Prospectuses to which they are attached (other than those retained for filesrequirements of Rule 173(a) will be destroyed by those in possession thereofunder the Securities Act. Delivery of Confirmation and Prospectus to Purchaser by Presenting The Agent: Subject to “Suspension of Solicitation; Amendment or Supplement” below and unless the Agent or Selected Dealer complies with the requirements of Rule 173(a) under the Securities Act, if available, the Agents or Selected Dealers will deliver a Prospectus and final Pricing Supplement as herein described with respect to each Security Note sold by it. For each offer to purchase a Note accepted by or on behalf of the Company, the Purchasing Agent will confirm in writing with each Agent or Selected Dealer the terms of such Note, the amount being purchased by such Agent or Selected Dealer and other applicable details described above and delivery and payment instructions, with a copy to the Company. In addition, unless the Agent or Selected Dealer complies with the requirements of Rule 173(a) under the Securities Act, if available, the Purchasing Agent, other Agent or Selected Dealer, as the case may be, will deliver to investors purchasing the Notes the Prospectus (including the final Pricing Supplement) in relation to such Notes prior to or simultaneously with delivery of the confirmation of sale or delivery of the Note.

Appears in 1 contract

Samples: Selling Agent Agreement (BAC Capital Trust XIII)

Preparation of Pricing Supplement. If any offer to purchase a Security is accepted by or on behalf of the Company, the Purchasing Agent will use its reasonable best efforts to send by email or telecopy a draft Pricing Supplement (substantially in the form attached to the Agency Agreement as Exhibit G) to the Company reflecting the terms of such Security by 2:00 p.m. (New York City time) on the applicable Trade Day. The Company shall use its reasonable best efforts to deliver any comments to such Pricing Supplement by email or telecopy to the Purchasing Agent and the Trustee by 4:00 p.m. (New York City time) on the applicable Trade Day. The Company will file such Pricing Supplement with the Commission in accordance with the applicable paragraph of Rule 424(b) under the Securities Act. The Purchasing Agent shall use its reasonable best efforts to send such Pricing Supplement and the Prospectus by email or telecopy or overnight express (for delivery by the close of business on the applicable Trade Day, but in no event later than 11:00 a.m. (New York City time) on the Business Day immediately following the applicable Trade Day and no earlier than the earlier of (i) 5:00 p.m. (New York City time) on the applicable Trade Date or (ii) such time after which the Purchasing Agent shall have incorporated the comments of the Company, if any, to the Pricing Supplement), to each Agent (or other Selected Dealer) which made or presented the offer to purchase the applicable Security and the Trustee at the following applicable address: if to Incapital InspereX LLC, to: 200 000 X. Xxxxxx Drive Suite 3700 3400 Chicago, IL 60606 Attention: Bxxxx Xxxxxx Xxxxxxx Xxxxxxxx Tel: (000) 000-0000 if to Citigroup Global Markets Inc., to: Citigroup Global Markets Inc. 300 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Transaction Execution Group Fax: (000) 000-0000 if to J.J.B. Hxxxxxxx, W.X. Xxxxx LLC, toE-mail: 500 Xxxx Xxxxxxxxx Xxxxxx 0xx Xxxxx Xxxxxxxxxx, XX 00000 Attention: Dxxxxx X. Xxxxxxxxxx Tel: (000) 000-0000 XXX.XxxXxxx@xxxx.xxx if to RBC Capital Markets, LLC, to: Three World Financial Center 200 Brookfield Place 000 Xxxxx Xxxxxx New York, New York 10281 Attention: Transaction Management/Sxxxx Xxxxx Xxxxxxxx Tel: (000) 000-0000 if to Wxxxx Xxxxx Fargo Clearing Services, LLC, to: Oxx Xxx Xxxxx Xxxxxxxxx Xxxxxx Xx. Xxxxx, XX 00000 MO 63103 Attention: Jxxxx Xxxxx Xxxxxxxxxx Tel: (000) 000-0000 and if to the Trustee, to: U.S. Bank Trust Company, National Association 100 000 Xxxx Xxxxxx 00xx Xxxxx Xxx Xxxx, XX 00000 Telephone: (000) 000-0000 Telecopier: (000) 000-0000 For record keeping purposes, one copy of each Pricing Supplement, as so filed, shall also be mailed or telecopied to: Hunton & Wxxxxxxx Xxxxxx Xxxxxxx Xxxxx LLP 200 000 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Mxxxxxx Xxxxxxx X. Xxxxxxxxxxx Xxxxxxxxxxx, Xx. Telephone: (000) 000-0000 Telecopier: (000) 000-0000 Each such Agent (or Selected Dealer), in turn, pursuant to the terms of the Agency Agreement and the Master Selected Dealer Agreement, will cause to be timely delivered a copy of the Prospectus and the applicable Pricing Supplement to each purchaser of Securities from such Agent or Selected Dealer. Outdated Pricing Supplements and the Prospectuses to which they are attached (other than those retained for files) will be destroyed by those in possession thereof. Delivery of Confirmation and Prospectus to Purchaser by Presenting Agent: The Agents will deliver a Prospectus and Pricing Supplement herein described with respect to each Security sold by it. For each offer to purchase a Security accepted by or on behalf of the Company, the Purchasing Agent will confirm in writing with each Agent or Selected Dealer the terms of such Security, the amount being purchased by such Agent or Selected Dealer and other applicable details described above and delivery and payment instructions, with a copy to the Company. In addition, the Purchasing Agent, other Agent or Selected Dealer, as the case may be, will deliver to investors purchasing the Securities the Prospectus (including the Pricing Supplement) in relation to such Securities prior to or simultaneously with delivery of the confirmation of sale or delivery of the Security.

Appears in 1 contract

Samples: Agency Agreement (National Rural Utilities Cooperative Finance Corp /Dc/)

Preparation of Pricing Supplement. If any offer to purchase a Security Note is accepted by or on behalf of the Company, the Purchasing Agent Company will use its reasonable best efforts to send by email or telecopy provide a draft Pricing Supplement (substantially in one of the form forms attached to the Agency Selling Agent Agreement as Exhibit G) to D or such other form as may be agreed upon by the Company and the Purchasing Agent) reflecting the terms of such Security by 2:00 p.m. (New York City time) Note and will file such Pricing Supplement with the SEC not later than the close of business on the applicable second Business Day following the Trade DayDate in accordance with Rule 424(b) under the 1933 Act. The Company shall use its reasonable best efforts to deliver any comments to send such Pricing Supplement by email or telecopy fax to the Purchasing Agent and the Trustee by 4:00 3:00 p.m. (New York City timeTime) on the applicable Trade Day. The Company will file such Pricing Supplement with the Commission in accordance with the applicable paragraph of Rule 424(b) under the Securities ActDate. The Purchasing Agent shall use its reasonable best efforts to send such Pricing Supplement and the Prospectus by email or telecopy fax or overnight express (for delivery by the close of business on the applicable Trade DayDate, but in no event later than 11:00 a.m. (New York City time) , on the Business Day immediately following the applicable Trade Day and no earlier than the earlier of (iDate) 5:00 p.m. (New York City time) on the applicable Trade Date or (ii) such time after which the Purchasing Agent shall have incorporated the comments of the Company, if any, to the Pricing Supplement), to each Agent (or other Selected Dealer) which made or presented the offer to purchase the applicable Security Note and the Trustee at the following applicable address: if to Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, to: Xxx Xxxxxx Xxxx Xxx Xxxx, XX 00000 Attention: High Grade DCM Transaction Management/Legal Telephone: (000) 000-0000 if to Incapital LLC, to: 200 X. 000 Xxxxx Xxxxxx Drive Xxxxx Suite 3700 Chicago, IL Illinois 60606 Attention: Bxxxx Debt Capital Markets Fax: (000) 000-0000 Telephone: (000) 000-0000 With a copy to: Incapital LLC 000 Xxxxx Xxxxxx TelXxxxx Suite 3700 Chicago, Illinois 60606 Attention: General Counsel Fax: (000) 000-0000 Telephone: (000) 000-0000 if to Citigroup Global Markets Inc., to 000 Xxxxxxxxx Xxxxxx, 00xx xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Transaction Execution Group Telephone: (000) 000-0000 if to Xxxxxx Xxxxxxx & Co. LLC, to: Citigroup Global Markets Inc. 300 Xxxxxxxxx Xxxxxx 0000 Xxxxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 Attention: Transaction Execution Investment Banking Division Telephone: (000) 000-0000 Fax: (000) 000-0000 With a copy to: Xxxxxx Xxxxxxx & Co. LLC 0000 Xxxxxxxx, 0xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Financing Services Group Fax: (000) 000-0000 if to J.J.B. Hxxxxxxx, W.X. Xxxxx LLC, to: 500 Xxxx Xxxxxxxxx Xxxxxx 0xx Xxxxx Xxxxxxxxxx, XX 00000 Attention: Dxxxxx X. Xxxxxxxxxx TelTelephone: (000) 000-0000 if to RBC Capital Markets, UBS Securities LLC, to: Three World Financial Center 200 000 Xxxxxx Xxxxxxxxx, 0xx Xxxxx Xxxxxxxxx, Xxx Xxxxxx New York, New York 10281 00000-0000 Attention: Transaction Management/Sxxxx Xxxxxxxx TelCorporate Bond Trading Telephone: (000) 000-0000 Fax: (000)-000-0000 Email: xxxxxx.xxxxxx@xxx.xxx With a copy to: Xxx Xxxxxx Fax : (000) 000-0000 Telephone: (000) 000-0000 E-mail: xxx.xxxxxx@xxx.xxx if to Wxxxx Xxxxx Fargo Clearing ServicesAdvisors, LLC, to: Oxx Xxxxx Xxxxxxxxx Xxxxxx One North Jefferson X0000-000 Xx. Xxxxx, XX 00000 Attention: Jxxxx Xxxxx Xxxxxxxxxx TelTelephone: (000) 000-0000 and if to the Trustee, to: U.S. The Bank National Association 100 Xxxx Xxxxxx 00xx Xxxxx Xxx Xxxxof New York Mellon Trust Company, XX N.A. 00000 TelephoneXxxxxxxxx Xxxxxxx Xxxxxxxxxxxx, Xxxxxxx 00000 Attention: (000) 000-0000 TelecopierCorporate Trust Department Email: (000) 000-0000 xxxxx.xxxxxxxx@xxxxxxxxx.xxx For record keeping purposes, one copy of each preliminary and final Pricing Supplement, as so filed, shall also be mailed or telecopied faxed to: Hunton Xxxxxxxx & Wxxxxxxx Xxxxxxxx LLP 200 Xxxx Xxxxxx 1290 Avenue of the Americas Xxx Xxxx, XX 00000 Xxx Xxxx 00000-0000 Attention: Mxxxxxx Xxxx X. Xxxxxxxxxxx Xxxxxx, Esq. Telephone: (000) 000-0000 Telecopier: Fax (000) 000-0000 Email: xxxxxxx@xxxx.xxx Each such Agent (or Selected Dealer), in turn, pursuant to the terms of the Agency Selling Agent Agreement and the Master Selected Dealer Agreement, will cause to be timely delivered a copy of the Prospectus and the applicable Pricing Supplement to each purchaser of Securities Notes from such Agent or Selected DealerDealer or otherwise will comply with the requirements of Rule 173(a) under the 1933 Act. Outdated Pricing Supplements and the Prospectuses Prospectus(es) to which they are attached (other than those retained for files) will be destroyed by those in possession thereofdestroyed. Delivery of Confirmation and Prospectus to Purchaser by Presenting The Agent: Subject to “Suspension of Solicitation; Amendment or Supplement” below and unless the Agent or Selected Dealer complies with the requirements of Rule 173(a) under the 1933 Act, if available, the Agents or Selected Dealers will deliver a Prospectus and final Pricing Supplement as herein described with respect to each Security Note sold by it. For each offer to purchase a Note accepted by or on behalf of the Company, the Purchasing Agent will confirm in writing with each Agent or Selected Dealer the terms of such Note, the amount being purchased by such Agent or Selected Dealer and other applicable details described above and delivery and payment instructions, with a copy to the Company. In addition, unless the Agent or Selected Dealer complies with the requirements of Rule 173(a) under the 1933 Act, if available, the Purchasing Agent, other Agent or Selected Dealer, as the case may be, will deliver to investors purchasing the Notes the Prospectus (including the final Pricing Supplement) in relation to such Notes prior to or simultaneously with delivery of the confirmation of sale or delivery of the Note.

Appears in 1 contract

Samples: Selling Agent Agreement (Bank of America Corp /De/)

Preparation of Pricing Supplement. If any offer to purchase a Security Note is accepted by or on behalf of the Company, the Purchasing Agent Company will use its reasonable best efforts to send by email or telecopy provide a draft Pricing Supplement (substantially in one of the form forms attached to the Agency Selling Agent Agreement as Exhibit G) to Schedule E or such other form as may be agreed upon by the Company and the Purchasing Agent) reflecting the terms of such Security by 2:00 p.m. (New York City time) Note and will file such Pricing Supplement with the Commission not later than the close of business on the applicable second Business Day following the Trade DayDate in accordance with Rule 424(b) under the 1933 Act. The Company shall use its reasonable best efforts to deliver any comments to send such Pricing Supplement by email or telecopy fax to the Purchasing Agent and the Trustee by 4:00 3:00 p.m. (New York City timeTime) on the applicable Trade Day. The Company will file such Pricing Supplement with the Commission in accordance with the applicable paragraph of Rule 424(b) under the Securities ActDate. The Purchasing Agent shall use its reasonable best efforts to send such Pricing Supplement and the Prospectus by email or telecopy fax or overnight express (for delivery by the close of business on the applicable Trade DayDate, but in no event later than 11:00 a.m. (New York City time) , on the Business Day immediately following the applicable Trade Day and no earlier than the earlier of (iDate) 5:00 p.m. (New York City time) on the applicable Trade Date or (ii) such time after which the Purchasing Agent shall have incorporated the comments of the Company, if any, to the Pricing Supplement), to each Purchasing Agent (or other Selected Dealer) which made or presented the offer to purchase the applicable Security Note and the Trustee at the following applicable address: if If to Incapital LLCXxxxxxxxx & Company, Inc. to: 200 X. Xxxxxx Drive Suite 3700 Chicago, IL 60606 Attention: Bxxxx Xxxxxx Tel: (000) 000-0000 if to Citigroup Global Markets Inc., to: Citigroup Global Markets Inc. 300 Xxxxxxxxx 000 Xxxxxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Transaction Execution Group Fax: (000) 000-0000 if to J.J.B. Hxxxxxxx, W.X. Xxxxx LLC, to: 500 Xxxx Xxxxxxxxx Xxxxxx 0xx Xxxxx Xxxxxxxxxx, XX 00000 Attention: Dxxxxx X. Xxxxxxxxxx Tel: (000) 000-0000 if to RBC Capital Markets, LLC, to: Three World Financial Center 200 Xxxxx Xxxxxx New York, New York 10281 Attention: Transaction Management/Sxxxx Xxxxxxxx Tel: (000) 000-0000 if to Wxxxx Fargo Clearing Services, LLC, to: Oxx Xxxxx Xxxxxxxxx Xxxxxx Xx. Xxxxx, XX 00000 Attention: Jxxxx Xxxxxxxxxx Tel: (000) 000-0000 and if to the Trustee, to: U.S. Bank National Association 100 Xxxx Xxxxxx 00xx Xxxxx Xxx Xxxx, XX 00000 Telephone: (000) 000-0000 Telecopier: (000) 000-0000 For record keeping purposes, one copy of each Pricing Supplement, as so filed, shall also be mailed or telecopied to: Hunton & Wxxxxxxx LLP 200 Xxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Mxxxxxx X. Xxxxxxxxxxx Telephone: (000) 000-0000 Telecopier: (000) 000-0000 Each such Purchasing Agent (or Selected Dealer), in turn, pursuant to the terms of the Agency Selling Agent Agreement and the Master Selected Dealer Agreement, will cause to be timely delivered a copy of the Prospectus and the applicable Pricing Supplement to each purchaser of Securities Notes from such Purchasing Agent or Selected DealerDealer or otherwise will comply with the requirements of Rule 173(a) under the 1933 Act. Outdated Pricing Supplements and the Prospectuses Prospectus(es) to which they are attached (other than those retained for files) will be destroyed by those in possession thereofdestroyed. Delivery of Confirmation and Prospectus to Purchaser by Presenting The Agents Purchasing Agent: Subject to “Suspension of Solicitation; Amendment or Supplement” below and unless the Purchasing Agent or Selected Dealer complies with the requirements of Rule 173(a) under the 1933 Act, if available, the Purchasing Agent or Selected Dealers will deliver a Prospectus and final Pricing Supplement as herein described with respect to each Security Note sold by it. For each offer to purchase a Note accepted by or on behalf of the Company, the Purchasing Agent will confirm in writing with each Purchasing Agent or Selected Dealer the terms of such Note, the amount being purchased by such Purchasing Agent or Selected Dealer and other applicable details described above and delivery and payment instructions, with a copy to the Company. In addition, unless the Purchasing Agent or Selected Dealer complies with the requirements of Rule 173(a) under the 1933 Act, if available, the Purchasing Agent, other Purchasing Agent or Selected Dealer, as the case may be, will deliver to investors purchasing the Notes the Prospectus (including the final Pricing Supplement) in relation to such Notes prior to or simultaneously with delivery of the confirmation of sale or delivery of the Note.

Appears in 1 contract

Samples: Selling Agent Agreement (Jefferies Group Inc /De/)

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