Revisions of Prospectus -- Material Changes. If, during such period after the first date of the public offering of the Notes as in the opinion of counsel to the Company a prospectus is required by law to be delivered in connection with sales of the Notes by you, any event shall occur as a result of which it is necessary to amend or supplement the Prospectus in order that the Prospectus will not include an untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein not misleading in the light of the circumstances existing at the time it is delivered to a purchaser, or if it shall be necessary at any such time to amend or supplement the Registration Statement or the Prospectus in order to comply with the requirements of the 1933 Act or the 1933 Act Regulations, prompt notice shall be given, and confirmed in writing, to you to cease the soli- citation of offers to purchase the Notes. If the Company shall determine that solicitation of purchases of the Notes shall be resumed, then, prior to the Company’s authorizing you to resume solicitations of purchases of the Notes the Company will promptly prepare and file with the Commission such amendment or supplement, whether by filing documents pursuant to the 1934 Act, the 1933 Act or otherwise, as may be necessary to correct such untrue statement or omission or to make the Registration Statement comply with such requirements.
Appears in 1 contract
Samples: Distribution Agreement (General Electric Capital Corp)
Revisions of Prospectus -- Material Changes. If, during such period after the first date of the public offering of the Notes as in the opinion of counsel to the Company a prospectus is required by law to be delivered in connection with sales of the Notes by you, any event shall occur as a result of which it is necessary to amend or supplement the Prospectus Supplements in order that the Prospectus Supplements will not include an untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein not misleading in the light of the circumstances existing at the time it is delivered to a purchaser, or if it shall be necessary at any such time to amend or supplement the Registration Statement or the Prospectus Supplements in order to comply with the requirements of the 1933 Act or the 1933 Act Regulations, prompt notice shall be given, and confirmed in writing, to you to cease the soli- citation solicitation of offers to purchase the Notes. If the Company shall determine that solicitation of purchases of the Notes shall be resumed, then, prior to the Company’s authorizing you to resume solicitations of purchases of the Notes the Company will promptly prepare and file with the Commission such amendment or supplement, whether by filing documents pursuant to the 1934 Act, the 1933 Act or otherwise, as may be necessary to correct such untrue statement or omission or to make the Registration Statement comply with such requirements.
Appears in 1 contract
Samples: Distribution Agreement (General Electric Capital Corp)
Revisions of Prospectus -- Material Changes. If, during such period after the first date of the public offering of the Notes as in the opinion of counsel to the Company a prospectus is required by law to be delivered in connection with sales of the Notes by you, any event shall occur as a result of which it is necessary to amend or supplement the Prospectus Supplement in order that the Prospectus Supplement will not include an untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein not misleading in the light of the circumstances existing at the time it is delivered to a purchaser, or if it shall be necessary at any such time to amend or supplement the Registration Statement or the Prospectus Supplement in order to comply with the requirements of the 1933 Act or the 1933 Act Regulations, prompt notice shall be given, and confirmed in writing, to you to cease the soli- citation solicitation of offers to purchase the Notes. If the Company shall determine that solicitation of purchases of the Notes shall be resumed, then, prior to the Company’s authorizing you to resume solicitations of purchases of the Notes the Company will promptly prepare and file with the Commission such amendment or supplement, whether by filing documents pursuant to the 1934 Act, the 1933 Act or otherwise, as may be necessary to correct such untrue statement or omission or to make the Registration Statement comply with such requirements.
Appears in 1 contract
Samples: Distribution Agreement (General Electric Capital Corp)
Revisions of Prospectus -- Material Changes. IfExcept as otherwise provided in subsection (j) of this Section 3, during such period after if, at any time when the first date of the public offering of the Notes as in the opinion of counsel to the Company a prospectus Prospectus is required by law to be delivered in connection with sales of the Notes by youNotes, any event shall occur or condition exist as a result of which it is necessary necessary, in the written opinion of counsel for the Agents delivered to the Company or counsel for the Company, to further amend or supplement the Prospectus in order that the Prospectus will not include an untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein not misleading in the light of the circumstances existing at the time it is delivered to a purchaser, or if it shall be necessary at any necessary, in the opinion of either such time counsel, to amend or supplement the Registration Statement or the Prospectus in order to comply with the requirements of the 1933 Act or the 1933 Act Regulations, prompt upon receipt by the Company of any such opinion of counsel immediate notice shall be given, and confirmed in writing, to you the Agents to cease the soli- citation solicitation of offers to purchase the Notes. If Notes in their capacity as agents and to cease sales of any Notes the Company shall determine that solicitation of purchases of the Notes shall be resumedAgents may then own as principals, then, prior to the Company’s authorizing you to resume solicitations of purchases of the Notes and the Company will promptly prepare and file with the Commission such amendment or supplement, whether by filing documents pursuant to the 1934 Act, the 1933 Act or otherwise, as may be necessary to correct such untrue statement or omission or to make the Registration Statement and Prospectus comply with such requirements.
Appears in 1 contract
Samples: Distribution Agreement (Harnischfeger Industries Inc)
Revisions of Prospectus -- Material Changes. If, during such period after the first date of the public offering of the Notes as in the opinion of counsel to the Company a prospectus is required by law to be delivered in connection with sales of the Notes by you, any event shall occur as a result of which it is necessary to amend or supplement the Prospectus Supplements in order that the Prospectus Supplements will not include an untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein not misleading in the light of the circumstances existing at the time it is delivered to a purchaser, or if it shall be necessary at any such time to amend or supplement the Registration Statement or the Prospectus Supplements in order to comply with the requirements of the 1933 Act or the 1933 Act Regulations, prompt notice shall be given, and confirmed in writing, to you to cease the soli- citation solicitation of offers to purchase the Notes. If the Company shall determine that solicitation of purchases of the Notes shall be resumed, then, prior to the Company’s 's authorizing you to resume solicitations of purchases of the Notes the Company will promptly prepare and file with the Commission such amendment or supplement, whether by filing documents pursuant to the 1934 Act, the 1933 Act or otherwise, as may be necessary to correct such untrue statement or omission or to make the Registration Statement comply with such requirements.
Appears in 1 contract
Samples: Distribution Agreement (General Electric Capital Corp)
Revisions of Prospectus -- Material Changes. IfExcept as otherwise provided in subsection (k) of this Section 4, if at any time during such period after the first date term of the public offering of the Notes as in the opinion of counsel to the Company a prospectus is required by law to be delivered in connection with sales of the Notes by you, this Agreement any event shall occur or condition exist as a result of which it is necessary necessary, in the opinion of counsel for the Agents and counsel for the Company, to amend or supplement the Prospectus in order that the Prospectus will not include an untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein not misleading in the light of the circumstances existing at the time it the Prospectus is delivered to a purchaser, or if it shall be necessary at any necessary, in the reasonable opinion of both such time counsel, to amend or supplement the Registration Statement or the Prospectus in order to comply with the requirements of the 1933 Act or the 1933 Act Regulations, prompt notice shall be given, and confirmed in writing, to you the Agents to cease the soli- citation solicitation of offers to purchase the Notes. If Notes in their capacity as agents and to cease sales of any Notes the Company shall determine that solicitation of purchases of the Notes shall be resumedAgents may then own as principal, then, prior to the Company’s authorizing you to resume solicitations of purchases of the Notes and the Company will promptly prepare -promptly amend the Registration Statement and file with the Commission such amendment or supplementProspectus, whether by filing documents pursuant to the 1934 Act, the 1933 Act or otherwise, as may be necessary to correct such untrue statement or omission or to make the Registration Statement and Prospectus comply with such requirements. The Agents shall, at such time as the Company shall have furnished to the Agents an amended or supplemental Prospectus satisfactory to the Agents and their counsel, resume solicitation of offers to purchase the Notes using the Prospectus as so amended or supplemented.
Appears in 1 contract
Revisions of Prospectus -- Material Changes. If, during such period after the first date of the public offering of the Notes as in the opinion of counsel to the Company a prospectus is required by law to be delivered in connection with sales of the Notes by youan Agent, any event shall occur as a result of which it is necessary to amend or supplement the Prospectus in order that the Prospectus will not include an untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein not misleading in the light of the circumstances existing at the time it is delivered to a purchaser, or if it shall be necessary at any such time to amend or supplement the Registration Statement or the Prospectus in order to comply with the requirements of the 1933 Act or the General Rules and Regulations under the 1933 Act (the “1933 Act Regulations”), prompt notice shall be given, and confirmed in writing, to you each Agent to cease the soli- citation solicitation of offers to purchase the Notes. If the Company shall determine that solicitation of purchases of the Notes shall be resumed, or if on the date of the occurrence of the event necessitating an amendment of or supplement to the Prospectus an Agent holds Notes that were issued by the Company less than 90 days prior to such date, then, prior to the Company’s authorizing you the Agents to resume solicitations of purchases of the Notes or prior to sales of any such Notes, the Company will promptly prepare and file with the Commission such amendment or supplement, whether by filing documents pursuant to the 1934 Act, the 1933 Act or otherwise, as may be necessary to correct such untrue statement or omission or to make the Registration Statement comply with such requirements.
Appears in 1 contract
Samples: Selling Agent Agreement (General Electric Capital Corp)