Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 18 contracts
Samples: Note Purchase Agreement (InfraREIT, Inc.), Note Purchase Agreement (InfraREIT, Inc.), Note Purchase Agreement (InfraREIT, Inc.)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five other Institutional InvestorsPurchasers, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 14 contracts
Samples: Note Purchase Agreement (C. H. Robinson Worldwide, Inc.), Note Purchase Agreement (RPT Realty), Note Purchase Agreement (RPT Realty)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five (5) other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 10 contracts
Samples: Note Purchase Agreement (Marcus Corp), Note Purchase Agreement (Marcus Corp), Note Purchase Agreement (Marcus Corp)
Private Offering by the Company. Neither Prior to such Closing Day, neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 7 contracts
Samples: Private Shelf Agreement (Henry Schein Inc), Master Note Purchase Agreement (Henry Schein Inc), Master Note Purchase Agreement
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any substantially similar securities debt Securities for sale to, or solicited any offer to buy the Notes or any of the same substantially similar debt Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Additional Purchasers and not more than five ______ other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 6 contracts
Samples: Master Note Purchase Agreement (Owl Rock Capital Corp III), Master Note Purchase Agreement (HPS Corporate Lending Fund), Master Note Purchase Agreement (Blackstone Private Credit Fund)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 25 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 5 contracts
Samples: Northwest Natural Gas Co, Note Purchase Agreement (Stepan Co), Note Purchase Agreement (Global Water Resources, Inc.)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five other Institutional InvestorsPurchasers, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 5 contracts
Samples: Note Purchase Agreement (Tortoise MLP Fund, Inc.), Note Purchase Agreement (Tortoise Energy Infrastructure Corp), Tortoise MLP Fund, Inc.
Private Offering by the Company. Neither the Company No Obligor nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 10 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company No Obligor nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 5 contracts
Samples: Note Purchase Agreement, Note Purchase Agreement (Gallagher Arthur J & Co), Note Purchase Agreement (Gallagher Arthur J & Co)
Private Offering by the Company. Neither the Company nor anyone acting on its the Company’s behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 50 other Institutional Investors, each of which has been offered the Notes at in connection with a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 5 contracts
Samples: Note Purchase Agreement (Avon Products Inc), Note Purchase Agreement (Miller Herman Inc), Note Purchase Agreement (GFI Group Inc.)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 4 contracts
Samples: Private Shelf Agreement (Graybar Electric Co Inc), Private Shelf Agreement (Graybar Electric Co Inc), Private Shelf Agreement (Graybar Electric Co Inc)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five sixty (60) other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 4 contracts
Samples: Guaranty Agreement (U-Haul Holding Co /NV/), Note Purchase Agreement (Great Plains Energy Inc), Note Purchase Agreement (Associated Estates Realty Corp)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 30 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 4 contracts
Samples: Guaranty Agreement (Ugi Utilities Inc), Note Purchase Agreement (Littelfuse Inc /De), Note Purchase Agreement (Glori Energy Inc.)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 10 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 4 contracts
Samples: Note Purchase Agreement (American Assets Trust, L.P.), Note Purchase Agreement (American Assets Trust, L.P.), Subsidiary Guarantee Agreement (Idexx Laboratories Inc /De)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five other Institutional InvestorsPurchasers, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 4 contracts
Samples: Guaranty Agreement (Sensient Technologies Corp), Guaranty Agreement (Sensient Technologies Corp), Note Purchase Agreement (Sensient Technologies Corp)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 25 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 3 contracts
Samples: Note Purchase Agreement (Bloom Energy Corp), Note Purchase Agreement (Bloom Energy Corp), Note Purchase Agreement (Bloom Energy Corp)
Private Offering by the Company. Neither the Company nor anyone acting authorized to act on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 65 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting authorized to act on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction. For purposes of this Section 5.13 and Section 6.1 only, each reference to the Notes shall be deemed to include a reference to the Subsidiary Guaranty Agreement.
Appears in 3 contracts
Samples: Note Purchase Agreement (Alliance Resource Partners Lp), Note Purchase Agreement (Alliance Holdings GP, L.P.), Subsidiary Guaranty Agreement (Alliance Resource Partners Lp)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 35 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 3 contracts
Samples: Note Purchase Agreement, Note Purchase Agreement (Stepan Co), Stepan Company Note Purchase Agreement (Stepan Co)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes Bonds or any similar securities Securities for sale to, or solicited any offer to buy the Bonds or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 10 other Institutional Investors, each of which has been offered the Notes Bonds at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes Bonds to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 3 contracts
Samples: Bond Purchase Agreement, Bond Purchase Agreement, Bond Purchase Agreement (Empire District Electric Co)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes Bonds or any similar securities Securities for sale to, or solicited any offer to buy the Bonds or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 25 other Institutional Investors, each of which has been offered the Notes Bonds at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes Bonds to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 3 contracts
Samples: Purchase Agreement, Purchase Agreement, Bond Purchase Agreement (Empire District Electric Co)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 3 contracts
Samples: Private Shelf Agreement (Hillenbrand, Inc.), Private Shelf Agreement (Hillenbrand, Inc.), Private Shelf Agreement (Oceaneering International Inc)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes Bonds or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five 4 other Institutional Investors, each of which has been offered the Notes Bonds at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes Bonds to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 3 contracts
Samples: efis.psc.mo.gov, efis.psc.mo.gov, Bond Purchase Agreement (Empire District Electric Co)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five 5 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 3 contracts
Samples: Madison Gas & Electric Co, Note Purchase Agreement (Mge Energy Inc), Note Purchase Agreement (Deltic Timber Corp)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five other Institutional InvestorsPurchasers, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 3 contracts
Samples: Note Purchase and Private Shelf Agreement (Cubic Corp /De/), Note Purchase and Private Shelf Agreement (Cubic Corp /De/), Note Purchase and Private Shelf Agreement (Cubic Corp /De/)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 35 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 3 contracts
Samples: Note Purchase Agreement (Kayne Anderson Energy Infrastructure Fund, Inc.), Defined Terms (Broadmark Realty Capital Inc.), Note Purchase Agreement
Private Offering by the Company. Neither the Company Obligors nor anyone acting on its their behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 30 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company Obligors nor anyone acting on its their behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction, including the jurisdiction of organization of each Obligor.
Appears in 3 contracts
Samples: Note Purchase Agreement (Colliers International Group Inc.), Note Purchase Agreement (Colliers International Group Inc.), Note Purchase Agreement (Colliers International Group Inc.)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 10 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction. Neither the Company nor anyone acting on its behalf has, with respect to the Notes, engaged in any form of “general solicitation or general advertising” as defined under Rule 502(c) of the Securities Act.
Appears in 3 contracts
Samples: Subsidiary Guarantee Agreement (Idexx Laboratories Inc /De), Subsidiary Guarantee Agreement (Idexx Laboratories Inc /De), Note Purchase and Private Shelf Agreement (Idexx Laboratories Inc /De)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five other 60 Persons, all of which were Institutional Investors, including the Purchasers, each of which has been offered the Notes or similar securities at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 3 contracts
Samples: Agreement (Kayne Anderson Energy Total Return Fund, Inc.), Agency Agreement (Kayne Anderson MLP Investment CO), Agency Agreement (Kayne Anderson MLP Investment CO)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five [__] other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Note Purchase Agreement, usppia.com
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 20 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Subsidiary Guarantee Agreement (Idexx Laboratories Inc /De), Note Purchase Agreement (Parexel International Corp)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 70 other Institutional Investors, each of which has been offered the Notes at a private sale for investmentinvestment outside of Canada. Neither the Company nor anyone acting on its behalf has taken, or will take, any action action, that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: www.sec.gov, Note Purchase Agreement (Yamana Gold Inc.)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 62 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Note Purchase Agreement (Artisan Partners Asset Management Inc.), Note Purchase Agreement (Artisan Partners Asset Management Inc.)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 60 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Note Purchase Agreement, Purchase Agreement
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five twenty (20) other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Note Purchase Agreement (Brinks Co), Waters Corp /De/
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 10 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Note Purchase Agreement (SJW Group), Note Purchase Agreement (SJW Group)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 54 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Execution (Unitil Corp), Note Purchase Agreement (Unitil Corp)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes Notes, Warrants or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers Purchaser and not more than five other Institutional Investorsits Affiliates, each of which has have been offered the Notes or Warrants at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes and Warrants to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Wanxiang Group Corp), Securities Purchase Agreement (A123 Systems, Inc.)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five other Institutional Investorsthe Investor Group Representatives, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Master Note Agreement (CERNER Corp), Master Note Agreement (CERNER Corp)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five 65 other Institutional InvestorsInvestors (as defined in clause (c) to the definition of such term), each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Note Purchase Agreement (LTC Properties Inc), Guaranty Agreement (Patterson Uti Energy Inc)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes Bonds or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five 40 other Institutional Investors, each of which has been offered the Notes Bonds at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes Bonds to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Purchase Agreement (Laclede Group Inc), Purchase Agreement (Laclede Gas Co)
Private Offering by the Company. Neither the Company nor anyone acting on its the Company’s behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five three (3) other Institutional Investors, each of which has been offered the Notes at in connection with a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Dentsply International (Dentsply International Inc /De/), Dentsply International Inc /De/
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five 15 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Private Offering by the Company. Neither the Company nor anyone acting on its the Company’s behalf has offered the Series 2007A Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 45 other Institutional Investors, each of which has been offered the Series 2007A Notes at in connection with a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Series 2007A Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Note Purchase Agreement (Regal Beloit Corp), Subsidiary Guaranty Agreement (Eagle Materials Inc)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 55 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Note Purchase Agreement (Washington Real Estate Investment Trust), Note Purchase Agreement (Washington Real Estate Investment Trust)
Private Offering by the Company. Neither the Company nor anyone acting on its the Company’s behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 75 other Institutional Investors, each of which has been offered the Notes at in connection with a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Note Purchase Agreement (Stericycle Inc), Fair Isaac Corp
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 5 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 50 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Allete Inc, Note Purchase Agreement (American Assets Trust, Inc.)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five 25 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Subsidiary Guaranty Agreement (Molex Inc), Note Purchase Agreement (Madison Gas & Electric Co)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf (including the Initial Purchaser) has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five other Institutional Investors, each of which has been offered the Notes at a private sale for investmentPurchasers. Neither the Company nor anyone acting on its behalf (including the Initial Purchaser) has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Note Purchase Agreement (Piper Jaffray Companies), Note Purchase Agreement (Piper Jaffray Companies)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five (5) other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Letter Agreement, ______________ Note Purchase Agreement (Culp Inc)
Private Offering by the Company. Neither Prior to the date hereof, neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Note Purchase and Private Shelf Agreement (Arch Chemicals Inc), Note Purchase and Private Shelf Agreement (Arch Chemicals Inc)
Private Offering by the Company. Neither the Company nor anyone acting on its the Company’s behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 25 other Institutional Investors, each of which has been offered the Notes at in connection with a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: South Jersey (SOUTH JERSEY GAS Co), South Jersey Gas Co/New
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Note Purchase and Private Shelf Agreement (MGP Ingredients Inc), Note Purchase and Private Shelf Agreement (MGP Ingredients Inc)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five 40 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Note Purchase Agreement, Note Purchase Agreement (Laclede Group Inc)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 16 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes Bonds, or any similar securities Securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five twenty‑five (25) other Institutional Accredited Investors, each of which has been offered the Notes Bonds at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes Bonds to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws law of any applicable jurisdiction.
Appears in 2 contracts
Samples: Bond Purchase Agreement (Black Hills Power Inc), Financing Agreement (Black Hills Power Inc)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 35 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Note Purchase Agreement (WGL Holdings Inc), Washington Gas Light Co
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 52 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Note Purchase Agreement (Myers Industries Inc), Note Purchase Agreement (Myers Industries Inc)
Private Offering by the Company. Neither the Company No Obligor nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 70 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company No Obligor nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction. Section 5.14.
Appears in 2 contracts
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five 24 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Note Purchase Agreement (Tc Pipelines Lp), Caseys General Stores Inc
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five 75 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Note Purchase Agreement (Tc Pipelines Lp), Note Purchase Agreement (Signet Group PLC)
Private Offering by the Company. Neither the Company No Note Party nor anyone acting on its their behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than 75 Institutional Investors (including the Purchasers and not more than five other Institutional InvestorsPurchasers), each of which has been offered the Notes at a private sale for investment. Neither the Company No Note Party nor anyone acting on its their behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities such Securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Subsidiary Guaranty Agreement (Paychex Inc), Subsidiary Guaranty Agreement (Paychex Inc)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five other eighty Institutional InvestorsInvestors (as defined in clause (c) to the definition of such term), including the Purchasers, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Guaranty Agreement (Tampa Electric Co), Guaranty Agreement (Tampa Electric Co)
Private Offering by the Company. Neither the Company nor anyone acting on its the Company’s behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 55 other Institutional Investors, each of which has been offered the Notes at in connection with a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Note Purchase Agreement (Intercontinentalexchange Inc), Note Purchase Agreement (Intercontinentalexchange Inc)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf (excluding, however, the Purchaser and its Affiliates other than the Company and its Subsidiaries) has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five other Institutional Investors, each of which has been offered the Notes at a private sale for investmentPurchaser. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Note Agreement (Primerica, Inc.), Note Agreement (Primerica, Inc.)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five thirty (30) other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Note Purchase Agreement, Note Purchase Agreement (Unitil Corp)
Private Offering by the Company. Neither the Company nor anyone acting on its the Company’s behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than twenty-five (25) other Institutional Investors, each of which has been offered the Notes at in connection with a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Note Purchase Agreement (SOUTH JERSEY GAS Co), Note Purchase Agreement (South Jersey Gas Co/New)
Private Offering by the Company. Neither the Company nor anyone acting on its the Company’s behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 35 other Institutional Investors, each of which has been offered the Notes at in connection with a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 2 contracts
Samples: Supplemental Agreement (Old Dominion Freight Line Inc/Va), Note Purchase Agreement (Dentsply International Inc /De/)
Private Offering by the Company. Neither the Company nor Obligor or anyone acting on its their behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes, or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company Obligor nor anyone acting on its their behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five other Institutional Investors, each of which has been offered the Notes at a private sale for investmentPurchasers. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction. Section 5.14.
Appears in 1 contract
Samples: Ugi Corp /Pa/
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the 2010 Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five 35 other Institutional InvestorsInvestors (as defined in clause (c) to the definition of such term), each of which has been offered the 2010 Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the 2010 Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than you, the Other Purchasers and not more than five 7 other Institutional Accredited Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five other 10 Persons, all of which were Institutional Investors, including the Purchasers, each of which has been offered the Notes or similar securities at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Samples: Note Purchase Agreement (Kayne Anderson Midstream/Energy Fund, Inc.)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Series 2020A Notes or any similar securities Securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 6 other Institutional Investors, each of which has been offered the Series 2020A Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Series 2020A Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Samples: Note Purchase Agreement (Solar Senior Capital Ltd.)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five other Institutional InvestorsPurchasers, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction. Section 5.14.
Appears in 1 contract
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than forty (40) Institutional Investors (including the Purchasers and not more than five other Institutional InvestorsPurchasers), each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Samples: Note Purchase Agreement (Public Service Co of New Mexico)
Private Offering by the Company. Neither the Company nor anyone acting on its the Company’s behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than forty-five (45) other Institutional Investors, each of which has been offered the Notes at in connection with a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 13 other Institutional InvestorsInvestors (including the Purchasers), each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Samples: Note Purchase Agreement (RPT Realty)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 22 other Institutional Investors, each of which has been offered the Notes at in connection with a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction, including the jurisdiction of organization of the Company, or of the Financial Instruments and Exchange Act.
Appears in 1 contract
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five two other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Samples: Note Purchase Agreement (Tortoise Midstream Energy Fund, Inc.)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 45 other Institutional InvestorsInvestors (including the Purchasers), each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Samples: Note Purchase Agreement (RPT Realty)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 25 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Private Offering by the Company. Neither None of the Parent, the Company nor or anyone acting on its their behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than you, the Other Purchasers and not more than five [ ] other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither None of the Parent, the Company nor or anyone acting on its their behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Samples: Master Note Purchase Agreement (Hunt J B Transport Services Inc)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five (5) other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 11 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Samples: Subsidiary Guaranty Agreement (Macquarie Infrastructure Corp)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered offered, the Notes or any similar securities Securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 3 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 65 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Samples: Guaranty Agreement (Fuller H B Co)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than Prudential and the Purchasers and not more than five other Institutional InvestorsPurchasers, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Samples: Note Purchase and Private Shelf Agreement (Allient Inc)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes Bonds or any similar securities that would be integrated with the Bonds for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five other Institutional Investorsyou, each of which who has been offered the Notes Bonds at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes Bonds to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five twenty (20) other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Samples: Note Purchase Agreement (American Assets Trust, L.P.)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than you, the Other Purchasers and not more than five 39 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 44 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities (within six months of the date of the first offer of the Notes) for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five other Institutional InvestorsPurchasers, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdictionjurisdiction or of the Financial Instruments and Exchange Act.
Appears in 1 contract
Samples: Guaranty Agreement (Tiffany & Co)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five two other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five other 70 Persons, all of which were Institutional Investors, including the Purchasers, each of which has been offered the Notes or similar securities at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than forty-five (45) other Institutional Investorsinstitutional investors, each of which has been offered the Notes at in connection with a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.. Xxxxx Xxxxxx Industries, Inc. Note Purchase Agreement
Appears in 1 contract
Samples: Note Purchase Agreement (South Jersey Industries Inc)
Private Offering by the Company. Neither the Company Obligors nor anyone acting on its their behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy the Notes or any of the same similar Securities from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five 5 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company Obligors nor anyone acting on its their behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction, including the jurisdiction of organization of each Obligor.
Appears in 1 contract
Samples: Colliers International (Colliers International Group Inc.)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than the Purchasers and not more than five ten (10) other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section section 5 of the Securities Act or to the registration requirements of any securities Securities or blue sky laws of any applicable jurisdiction. Section 5.14.
Appears in 1 contract
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities Securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than you and the Other Purchasers and not more than five 72 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Private Offering by the Company. (i) Neither the Company nor anyone acting on its behalf has offered the Notes or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with, any person Person other than you, the Other Purchasers and not more than five 70 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes to the registration requirements of Section 5 of the Securities Act or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.;
Appears in 1 contract
