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 15 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: Multicurrency 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 (New Mountain Guardian III BDC, L.L.C.), Master Note Purchase Agreement (HPS Corporate Lending Fund)
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 (Hain Celestial Group 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 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: Note Purchase Agreement (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 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: Note Purchase 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.), Note Purchase 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 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: Note Purchase Agreement (U-Haul Holding Co /NV/), Note Purchase Agreement (Associated Estates Realty Corp), Note Purchase Agreement (Great Plains 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 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 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.), Note Purchase Agreement (Broadmark Realty Capital Inc.), Note Purchase Agreement
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: Multicurrency Note Purchase and Private Shelf Agreement (Idexx Laboratories Inc /De), Multicurrency Note Purchase and Private Shelf Agreement (Idexx Laboratories Inc /De), Note Purchase and Private Shelf Agreement (Idexx Laboratories Inc /De)
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 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: Note Purchase Agreement (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 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), Note Purchase Agreement (Stepan Co)
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.), Note Purchase 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 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: Note Purchase Agreement (Kayne Anderson Energy Total Return Fund, Inc.), Note Purchase Agreement (Kayne Anderson MLP Investment CO), Note Purchase 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 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 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 the Company’s behalf has offered the Series A 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 two (2) other Institutional Investors, each of which has been offered the Series A 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 A 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: Note Purchase Agreement, Note Purchase Agreement (Stepan Co), Note Purchase Agreement (Stepan 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 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 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 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: Note Purchase Agreement (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 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
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 50 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 (Tampa Electric Co), Note Purchase Agreement (Patterson Uti 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 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 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 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 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: Note Purchase and Guarantee Agreement (Paychex Inc), Note Purchase and Guarantee 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 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 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: Note Purchase Agreement (Old Dominion Freight Line Inc/Va), Note Purchase Agreement (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 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: Note Purchase Agreement (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 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: Note Purchase Agreement (Tampa Electric Co), Note Purchase Agreement (Tampa Electric Co)
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 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 2 contracts
Samples: Note Purchase Agreement (Barings BDC, Inc.), Note Purchase Agreement (Hercules Capital, 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 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
Samples: Note Purchase Agreement (Evercore Inc.), Note Purchase Agreement (Evercore 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 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: Note Purchase Agreement, 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 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: Note Purchase Agreement, Note Purchase Agreement (Culp 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 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: Note Purchase 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 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), Note Purchase Agreement (Washington Gas Light 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 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 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: Bond Purchase Agreement (Laclede Group Inc), Bond Purchase Agreement (Laclede Gas 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 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 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: Note Purchase Agreement (Molex Inc), Note Purchase Agreement (Madison Gas & Electric 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 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 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 (Waters Corp /De/), Note Purchase Agreement (Brinks 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: Note Purchase Agreement (Dentsply International Inc /De/), Note Purchase Agreement (Dentsply International Inc /De/)
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.
Appears in 2 contracts
Samples: Note Purchase Agreement (Tiaa Real Estate Account), Note Purchase Agreement (Tiaa Real Estate Account)
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 (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 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), Note Purchase Agreement (Caseys General Stores 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: Note Purchase Agreement (SOUTH JERSEY GAS Co), Note Purchase Agreement (South Jersey Gas Co/New)
Private Offering by the Company. Neither Within the last two years, neither the Company nor anyone acting on its behalf has offered the Initial Notes or any similar securities for sale to, or solicited any offer to buy the Initial Notes or any of the same similar securities from, or otherwise approached or negotiated in respect thereof with, any person other than the Purchasers and not more than five other Institutional InvestorsPurchaser, each of which has been offered the Initial 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 Initial 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 (Hecla Mining Co/De/), Note Purchase Agreement (Hecla Mining Co/De/)
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 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), Bond Purchase Agreement (Black Hills Power Inc)
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 (Eagle Materials Inc), Note Purchase Agreement (Regal Beloit 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 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 Parent Guarantor, the Company nor anyone acting on its or their 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 50 Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Parent Guarantor, the Company nor anyone acting on its or 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 2 contracts
Samples: Note Purchase Agreement (Mid America Apartment Communities Inc), Note Purchase Agreement (Essex Property 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 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
Samples: Note Purchase Agreement (Cleco Corp), Note Purchase Agreement (Cleco 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 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 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 (Fair Isaac Corp), Note Purchase Agreement (Stericycle 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 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 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 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 40 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 or blue sky laws of any applicable jurisdiction.
Appears in 1 contract
Samples: Note Purchase Agreement (Teekay Offshore Partners 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 the Purchasers and not more than seventy-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 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 fifty (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 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 77 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 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 the Company nor anyone acting on its behalf has offered the Notes or the Subsidiary Guarantee 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 and the Subsidiary Guarantee 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 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 ten 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 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 50 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 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 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 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 forty (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 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 InvestorsPurchaser, 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 5 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 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 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 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 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 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 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 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 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: Note Purchase Agreement (Ecolab 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 twelve (12) 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 (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 1 contract
Samples: Note Purchase Agreement
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 22 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: 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 other than you and the Other 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 1 contract
Samples: Master Note Purchase Agreement (Polaris Industries Inc/Mn)
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 No Obligor or 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 44 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor No Obligor or 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 (Furniture Brands International 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.
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 38 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: Master Note Purchase Agreement (Ultra Petroleum 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 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 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: Note Purchase Agreement (Colliers International Group Inc.)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered offered, within six months prior to the date of this Agreement, 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, other than, in the case of “Blue Sky” regulations, mandatory notice or other filings.
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 five 25 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 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 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.jurisdiction.13
Appears in 1 contract
Samples: Note Purchase Agreement
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
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 None of the Company Issuer Parties 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 four (4) other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company Issuer Parties 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
Samples: Note Purchase and Guaranty Agreement (American Midstream Partners, LP)
Private Offering by the Company. Neither the Company nor anyone acting on its behalf has has, directly or indirectly, 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 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 provisions of any securities or “blue sky sky” laws of any applicable jurisdiction.
Appears in 1 contract
Samples: Note Purchase Agreement (CHS Inc)
