Common use of Private Offering by the Company Clause in Contracts

Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes, the 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 you, the Other Purchasers and not more than 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 or the issuance of the Warrants to the registration requirements of Section 5 of the Securities Act.

Appears in 4 contracts

Samples: Note Purchase Agreement (Kennedy Wilson Inc), Note Purchase Agreement (Kennedy Wilson Inc), Note Purchase Agreement (Kennedy Wilson Inc)

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Private Offering by the Company. Neither the Company Obligors nor HIL nor anyone acting on its their behalf has offered the Notes, the Warrants 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 Purchaser and not more than 70 1 other Institutional InvestorsInvestor, each of which has been offered the Notes at a private sale for investment. Neither any of the Company Obligors nor HIL nor anyone acting on its their behalf has taken, or will take, any action that would subject the issuance or sale of the Notes or the issuance of the Warrants to the registration requirements of Section section 5 of the Securities Act.

Appears in 3 contracts

Samples: Note Purchase Agreement (Hampshire Group LTD), Note Purchase Agreement (Hampshire Group LTD), Note Purchase Agreement (Hampshire Group LTD)

Private Offering by the Company. Neither the Company nor anyone acting authorized to act on its behalf has offered the Notes, the Warrants First Mortgage 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 Person other than you, the Other Purchasers and not more than 70 60 other Institutional InvestorsInvestors of the type described in clause (c) of the definition thereof, 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 or the issuance of the Warrants to the registration requirements of Section section 5 of the Securities Act.

Appears in 2 contracts

Samples: Note Purchase Agreement (New Jersey Resources Corp), Note Purchase Agreement (New Jersey Resources Corp)

Private Offering by the Company. Neither the Company nor anyone acting on its the Company’s behalf has offered the Notes, the Warrants Initial 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 you, the Other Purchasers and not more than 70 25 other Institutional Investors, each of which has been offered the Initial Notes at a private sale for investment. Neither the Company nor anyone acting on its the Company’s behalf has taken, or will take, any action that would subject the issuance or sale of the Initial Notes or the issuance of the Warrants to the registration requirements of Section section 5 of the Securities ActAct or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.

Appears in 2 contracts

Samples: Note Purchase Agreement (REV Renewables, Inc.), Note Purchase Agreement (REV Renewables, Inc.)

Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes, the Warrants 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 70 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 or the issuance of the Warrants to the registration requirements of Section 5 of the Securities ActAct 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), Note Purchase Agreement (Patterson Uti Energy Inc)

Private Offering by the Company. Neither the Company nor anyone acting on its behalf has has, directly or through any agent, offered the Notes, the Warrants Series 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 70 other Institutional InvestorsInvestors of the type described in clause (c) of the definition thereof, each of which has been offered the Series 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 or the issuance of the Warrants to the registration requirements of Section 5 of the Securities Act.

Appears in 2 contracts

Samples: Note Purchase Agreement (Perkinelmer Inc), Note Purchase Agreement (Perkinelmer Inc)

Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes, the Warrants Subsidiary Guarantees 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 70 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 or the issuance of the Warrants Subsidiary Guarantees to the registration requirements of Section 5 of the Securities Act.

Appears in 2 contracts

Samples: Note Purchase Agreement (Pittston Co), Note Purchase Agreement (Pittston Co)

Private Offering by the Company. Neither the Company nor anyone acting authorized to act on its behalf has offered the Notes, the Warrants First Mortgage 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 Person other than you, the Other Purchasers and not more than 70 55 other Institutional InvestorsInvestors of the type described in clause (c) of the definition thereof, 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 or the issuance of the Warrants to the registration requirements of Section section 5 of the Securities Act.

Appears in 2 contracts

Samples: Note Purchase Agreement (New Jersey Resources Corp), Note Purchase Agreement (New Jersey Resources Corp)

Private Offering by the Company. Neither the Parent, the Company nor anyone acting on its behalf has offered the Notes, the Warrants Parent Guaranty, the Subsidiary Guaranty 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 you, the Other Purchasers and not more than 70 55 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 or the issuance of the Warrants to the registration requirements of Section section 5 of the Securities ActAct or to the registration requirements of any Securities or blue sky laws of any applicable jurisdiction.

Appears in 2 contracts

Samples: Note Purchase Agreement (SmartStop Self Storage REIT, Inc.), Note Purchase Agreement (SmartStop Self Storage REIT, Inc.)

Private Offering by the Company. Neither the Company nor the Guarantor nor anyone acting on its or their behalf has offered the Notes, the Warrants Guaranties 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 70 2 other Institutional Investors, each of which has been offered the Notes and the Guaranties 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 or the issuance of the Warrants to the registration requirements of Section 5 of the Securities Act.

Appears in 2 contracts

Samples: Purchase Agreement (Unisource Energy Corp), Note Purchase Agreement (Unisource Energy Corp)

Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes, the Warrants 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 Investors and not more than 70 certain other Institutional Investorsinstitutional investors, each of which has been offered the Notes at a private sale for investment, which offer or sale would not require registration under the Securities Act. 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 or the issuance of the Warrants to the registration requirements of Section 5 of the Securities Act.

Appears in 2 contracts

Samples: Senior Subordinated Note Purchase Agreement (Nuco2 Inc /Fl), Senior Subordinated Note Purchase Agreement (Nuco2 Inc /Fl)

Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes, the Warrants 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, the Other Purchasers Lenders and not more than 70 125 other Institutional Investors, each of which has been offered the Notes or other 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 or the issuance of the Warrants any similar securities to the registration requirements of Section 5 of the Securities Act.

Appears in 2 contracts

Samples: Floor Plan Credit Agreement (Lazy Days R.V. Center, Inc.), Credit Agreement (Lazy Days R.V. Center, Inc.)

Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes, the Warrants 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 you, the Other Additional Purchasers and not more than 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 or the issuance of the Warrants to the registration requirements of Section section 5 of the Securities ActAct or to the registration requirements of any Securities or blue sky laws of any applicable jurisdiction.

Appears in 2 contracts

Samples: Master Note Purchase Agreement (Silver Point Specialty Lending Fund), Master Note Purchase Agreement (Crescent Capital BDC, Inc.)

Private Offering by the Company. Neither the Company Company, the Parent nor anyone acting authorized by them to act on its their behalf has offered the Notes, the Warrants 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 70 51 other Institutional Investorsinstitutional investors, each of which has been offered the Notes at a private sale for investment. Neither the Company Company, the Parent nor anyone acting authorized by them to act on its their behalf has taken, or will take, any action that would subject the issuance or sale of the Notes or the issuance of the Warrants to the registration requirements of Section 5 of the Securities Act.

Appears in 1 contract

Samples: Note Purchase Agreement (Premier Farnell PLC)

Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes, the Warrants or any similar securities Security 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 70 28 other Institutional Investors, each of which has been offered the Notes and the 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 or the issuance of the Warrants to the registration requirements of Section 5 of the Securities Act.

Appears in 1 contract

Samples: Note Purchase Agreement (Flow International Corp)

Private Offering by the Company. Neither the Company nor nor, to the knowledge of the Company, anyone acting on its behalf has offered the Notes, the Warrants 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 70 35 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither the Company nor nor, to the knowledge of the Company, anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes or the issuance of the Warrants to the registration requirements of Section 5 of the Securities Act.

Appears in 1 contract

Samples: Note Purchase Agreement (Zemex Corp)

Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes, the Warrants Subsidiary Guarantees 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 70 60 other Institutional Investors, each of which has been offered the Notes at a private sale for investment. Neither 15 11 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 or the issuance of the Warrants Subsidiary Guarantees to the registration requirements of Section 5 of the Securities Act.

Appears in 1 contract

Samples: Note Purchase Agreement (Paxar Corp)

Private Offering by the Company. Neither the Company Issuer nor the Company, nor anyone acting on its behalf of the Issuer or the Company, has offered the Notes, the Warrants 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 70 other Institutional InvestorsPurchasers, each of which has been offered the Notes at a private sale for investment. Neither the Company Issuer nor the Company, nor anyone acting on its behalf of the Issuer or the Company, has taken, or will take, any action that would subject the issuance or sale of the Notes or the issuance of the Warrants to the registration requirements of Section 5 of the Securities Act.

Appears in 1 contract

Samples: Note Purchase Agreement (Lazard LTD)

Private Offering by the Company. Neither the a Company nor anyone acting on its behalf has offered the NotesDebenture or Warrants, the Warrants 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 other than you, the Other Purchasers Holders and not more than 70 50 other Institutional Investors, each of which has been offered the Notes Debentures and Warrants at a private sale for investment. Neither the an Company nor anyone acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes Debentures or the issuance of the Warrants to the registration requirements of Section 5 of the Securities Act.

Appears in 1 contract

Samples: Investment and Loan Agreement (Fti Consulting Inc)

Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes, the Warrants 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 70 other 30 Institutional InvestorsInvestors of the type described in clause (c) of the definition thereof (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 or the issuance of the Warrants to the registration requirements of Section 5 of the Securities Act.

Appears in 1 contract

Samples: Note Purchase Agreement (American Capital Strategies LTD)

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Private Offering by the Company. Neither the Company nor anyone any Person acting on its behalf has offered the Notes, the Warrants 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 you and not more than 70 75 other Institutional InvestorsInvestors (as defined in paragraph (c) of the definition of such term), each of which has been offered the Notes at a private sale for investment. Neither the Company nor anyone any Person acting on its behalf has taken, or will take, any action that would subject the issuance or sale of the Notes or the issuance of the Warrants to the registration requirements of Section 5 of the Securities Act.

Appears in 1 contract

Samples: Note Purchase Agreement (Ryans Family Steakhouses Inc)

Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes, the Warrants 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 you, the Other Purchasers and not more than 70 other forty-two (42) Institutional Investors, 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 or the issuance of the Warrants to the registration requirements of Section section 5 of the Securities ActAct or to the registration requirements of any Securities or blue sky laws of any applicable jurisdiction.

Appears in 1 contract

Samples: Note Purchase Agreement (Ugi Corp /Pa/)

Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes, the Warrants 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 70 75 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 or the issuance of the Warrants to the registration requirements of Section 5 of the Securities ActAct or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.

Appears in 1 contract

Samples: Note Purchase Agreement (Cabot Oil & Gas Corp)

Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes, the Warrants 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 70 other 10 Institutional InvestorsInvestors of the type described in clause (c) of the definition thereof (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 or the issuance of the Warrants to the registration requirements of Section 5 of the Securities Act.

Appears in 1 contract

Samples: Note Purchase Agreement (American Capital Strategies LTD)

Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes, the Warrants 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, the Other Purchasers and not more than 70 65 other Institutional InvestorsInvestors of the type described in clause (c) of the definition thereof, 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 or the issuance of the Warrants to the registration requirements of Section 5 of the Securities Act.

Appears in 1 contract

Samples: Note Purchase Agreement (Otter Tail Corp)

Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes, the Warrants 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 70 other 50 Institutional InvestorsInvestors of the type described in clause (c) of the definition thereof (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 or the issuance of the Warrants to the registration requirements of Section 5 of the Securities ActAct or to the registration requirements of any securities or blue sky laws of any applicable jurisdiction.

Appears in 1 contract

Samples: Note Purchase Agreement (ITC Holdings Corp.)

Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes, the Warrants Subsidiary Guarantees 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 70 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 or the issuance of the Warrants Subsidiary Guarantees to the registration requirements of Section 5 of the Securities Act.

Appears in 1 contract

Samples: Note Purchase Agreement (Spartech Corp)

Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes, the Warrants Note 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 Investor and not more than 70 other Institutional InvestorsPersons who are “accredited investors” as defined in the Securities Act, each of which has been offered the Notes such 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 or the issuance of the Warrants Note to the registration requirements of Section 5 of the Securities Act.

Appears in 1 contract

Samples: Promissory Note (Traqiq, Inc.)

Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes, the Warrants 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 you, the Other Purchasers and not more than 70 other forty-five (45) Institutional Investors, 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 or the issuance of the Warrants to the registration requirements of Section section 5 of the Securities ActAct or to the registration requirements of any Securities or blue sky laws of any applicable jurisdiction.

Appears in 1 contract

Samples: Note Purchase Agreement (Ugi Corp /Pa/)

Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes, the Warrants 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 70 other Institutional InvestorsPurchasers, each of which has been offered the Notes at a private sale for investment. The Company shall not have offered any other securities which offering could be integrated with the placement of the Notes hereunder. 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 or the issuance of the Warrants to the registration requirements of Section 5 of the Securities Act.

Appears in 1 contract

Samples: Note Purchase Agreement (Omnipoint Corp \De\)

Private Offering by the Company. Neither the Company nor anyone acting authorized to act on its behalf has offered the Notes, the Warrants First Mortgage 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 Person other than you, the Other Purchasers and not more than 70 eleven (11) other Institutional InvestorsInvestors of the type described in clause (c) of the definition thereof, 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 or the issuance of the Warrants to the registration requirements of Section section 5 of the Securities Act.

Appears in 1 contract

Samples: Note Purchase Agreement (New Jersey Resources Corp)

Private Offering by the Company. Neither the Company nor anyone acting on its behalf has offered the Notes, the Warrants 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 you, the Other Purchasers Purchaser and not more than 70 ten other Institutional Investors, each of which 15 11 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 or the issuance of the Warrants Subsidiary Guarantee to the registration requirements of Section 5 of the Securities Act.

Appears in 1 contract

Samples: Note Purchase Agreement (Lone Star Industries Inc)

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