Role of Agent. As a broker-dealer registered with the U.S. Securities and Exchange Commission (“SEC”), Credit Suisse Securities (USA) LLC in its capacity as Agent will be responsible for (i) effecting the Transaction, (ii) issuing all required confirmations and statements to Dealer and Counterparty, (iii) maintaining books and records relating to the Transaction as required by Rules 17a-3 and 17a-4 under the Exchange Act and (iv) unless otherwise requested by Counterparty, receiving, delivering, and safeguarding Counterparty’s funds and any securities in connection with each Transaction, in compliance with Rule 15c3-3 under the Exchange Act. Credit Suisse Securities (USA) LLC is acting in connection with the Transaction solely in its capacity as Agent for Dealer and Counterparty pursuant to instructions from Dealer and Counterparty. Credit Suisse Securities (USA) LLC shall have no responsibility or personal liability to Dealer or Counterparty arising from any failure by Dealer or Counterparty to pay or perform any obligations hereunder, or to monitor or enforce compliance by Dealer or Counterparty with any obligation hereunder, including without limitation, any obligations to maintain collateral. Each of Dealer and Counterparty agrees to proceed solely against the other to collect or recover any securities or monies owing to it in connection with or as a result of the Transaction. Credit Suisse Securities (USA) LLC shall otherwise have no liability in respect of the Transaction, except for its gross negligence or willful misconduct in performing its duties as Agent. Any and all notices, demands, or communications of any kind relating to this Transaction between Dealer and Counterparty shall be transmitted exclusively through Agent at the following address: Credit Suisse Capital LLC c/o Credit Suisse Securities (USA) LLC Eleven Mxxxxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Txxxxx Xxxxxx Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Email: txxxxx.xxxxxx@xxxxxx-xxxxxx.xxx With a copy to: Credit Suisse Securities (USA) LLC 1 Xxxxxxx Xxxxxx, 0xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Senior Legal Officer Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Email: sxxxxxx.xxxx@xxxxxx-xxxxxx.xxx For payments and deliveries: Facsimile No.: (000) 000 0000 Telephone No.: (000) 000 0000 / (000) 000 0000 For all other communications: Telephone: (000) 000-0000 Facsimile: (000) 000-0000 The date and time of the Transaction evidenced hereby will be furnished by the Agent to Dealer and Counterparty upon written request. The Agent will furnish to Counterparty upon written request a statement as to the source and amount of any remuneration received or to be received by the Agent in connection with the Transaction evidenced hereby. Dealer is not a member of the SIPC (Securities Investor Protection Corporation). Dealer represents that it is an “OTC derivatives dealer” as such term is defined in the Exchange Act and is an affiliate of a broker-dealer that is registered with and fully-regulated by the SEC, Credit Suisse Securities (USA) LLC.
Appears in 7 contracts
Samples: Base Call Option Transaction (Ironwood Pharmaceuticals Inc), Base Call Option Transaction (Ironwood Pharmaceuticals Inc), Call Option Transaction (Ironwood Pharmaceuticals Inc)
Role of Agent. As a broker-dealer registered with the U.S. Securities and Exchange Commission (“SEC”), Credit Suisse Securities (USA) LLC in its capacity as Agent will be responsible for (i) effecting the Transaction, (ii) issuing all required confirmations and statements to Dealer Party A and CounterpartyParty B, (iii) maintaining books and records relating to the Transaction as required by Rules 17a-3 and 17a-4 under the Exchange Act and (iv) unless otherwise requested by CounterpartyParty B, receiving, delivering, and safeguarding CounterpartyParty B’s funds and any securities in connection with each the Transaction, in compliance with Rule 15c3-3 under the Exchange Act. Credit Suisse Securities (USA) LLC is acting in connection with the Transaction solely in its capacity as Agent for Dealer Party A and Counterparty Party B pursuant to instructions from Dealer Party A and Counterparty. Party B. Credit Suisse Securities (USA) LLC shall have no responsibility or personal liability to Dealer Party A or Counterparty Party B arising from any failure by Dealer Party A or Counterparty Party B to pay or perform any obligations hereunder, or to monitor or enforce compliance by Dealer Party A or Counterparty Party B with any obligation hereunder, including without limitation, any obligations to maintain collateral. Each of Dealer Party A and Counterparty Party B agrees to proceed solely against the other to collect or recover any securities or monies owing to it in connection with or as a result of the Transaction. Credit Suisse Securities (USA) LLC shall otherwise have no liability in respect of the Transaction, except for its gross negligence or willful misconduct in performing its duties as Agent. Any and all notices, demands, or communications of any kind relating to this Transaction between Dealer Party A and Counterparty Party B shall be transmitted exclusively through Agent at the following address: Credit Suisse Capital LLC c/o Credit Suisse Securities (USA) LLC Eleven Mxxxxxx Xxxxxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Txxxxx Xxxxxx Xxxxxx Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Email: txxxxx.xxxxxx@xxxxxx-xxxxxx.xxx xxxx.xxx-xxx-xxx@xxxxxx-xxxxxx.xxx With a copy to: Credit Suisse Securities (USA) LLC 1 00 Xxxxxxx Xxxxxx, 0xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Senior Legal Officer Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Email: sxxxxxx.xxxx@xxxxxx-xxxxxx.xxx xxxx.xxxxxxxxxxxxxxx@xxxxxx-xxxxxx.xxx For payments and deliveries: Facsimile No.: (000) 000 0000 Telephone No.: (000) 000 0000 / (000) 000 0000 For all other communications: Telephone: (000) 000-0000 Facsimile: (000) 000-0000 The date and time of the Transaction evidenced hereby will be furnished by the Agent to Dealer Party A and Counterparty Party B upon written request. The Agent will furnish to Counterparty Party B upon written request a statement as to the source and amount of any remuneration received or to be received by the Agent in connection with the Transaction evidenced hereby. Dealer Party A is not a member of the SIPC (Securities Investor Protection Corporation). Dealer Party A represents that it is an “OTC derivatives dealer” as such term is defined in the Exchange Act and is an affiliate of a broker-dealer that is registered with and fully-regulated by the SEC, Credit Suisse Securities (USA) LLC.. Please confirm that the foregoing correctly sets forth the terms of our agreement by signing and returning this Confirmation. Yours faithfully, By: /s/ Xxxx Xxxx Xxxxx Name: Xxxx Xxxx Xxxxx Title: Authorized Signatory By: /s/ Xxxx Xxxx Name: Xxxx Xxxx Title: Authorized Signatory By: /s/ Xxxx Xxxx Xxxxx Name: Xxxx Xxxx Xxxxx Title: Authorized Signatory Confirmed as of the date first written above: By: /s/ Xxxxx X. Hope Name: Xxxxx X. Hope Title: Executive Vice President, Chief Financial Officer N/A N/A
Appears in 1 contract
Samples: Registered Forward Transaction (Performance Food Group Co)
Role of Agent. As a broker-dealer registered with the U.S. Securities and Exchange Commission (“SEC”), Credit Suisse Securities (USA) LLC LLC, in its capacity as Agent Agent, will be responsible for (iA) effecting the this Transaction, (iiB) issuing all required confirmations and statements to Dealer and CounterpartyCompany, (iiiC) maintaining books and records relating to the this Transaction as required by Rules 17a-3 in accordance with its standard practices and 17a-4 under the Exchange Act procedures and in accordance with applicable law and (ivD) unless otherwise requested by CounterpartyCompany, receiving, delivering, and safeguarding CounterpartyCompany’s funds and any securities in connection with each this Transaction, in compliance accordance with Rule 15c3-3 under the Exchange Act. Credit Suisse Securities its standard practices and procedures and in accordance with applicable law.
(USAi) LLC Agent is acting in connection with the this Transaction solely in its capacity as Agent for Dealer and Counterparty Company pursuant to instructions from Dealer and CounterpartyCompany. Credit Suisse Securities (USA) LLC Agent shall have no responsibility or personal liability to Dealer or Counterparty Company arising from any failure by Dealer or Counterparty Company to pay or perform any obligations hereunder, or to monitor or enforce compliance by Dealer or Counterparty Company with any obligation hereunder, including including, without limitation, any obligations to maintain collateral. Each of Dealer and Counterparty Company agrees to proceed solely against the other to collect or recover any securities or monies owing to it in connection with or as a result of the this Transaction. Credit Suisse Securities (USA) LLC Agent shall otherwise have no liability in respect of the Transactionthis Transaction hereunder, by guaranty, endorsement or otherwise, except for its gross negligence or willful misconduct in performing its duties as Agent. .
(ii) Any and all notices, demands, or communications of any kind relating to this Transaction between Dealer and Counterparty Company shall be transmitted exclusively through Agent at the following address: Credit Suisse Capital LLC c/o Credit Suisse Securities (USA) LLC Eleven Mxxxxxx Xxxxxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Txxxxx Xxxxxx Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Email: txxxxx.xxxxxx@xxxxxx-xxxxxx.xxx With a copy to: Credit Suisse Securities (USA) LLC 1 Xxxxxxx Xxxxxx, 0xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Senior Legal Officer Telephone: (000) 000-0000 Facsimile: (000) 000-0000 EmailWith a copy to: sxxxxxx.xxxx@xxxxxx-xxxxxx.xxx Credit Suisse Securities (USA) LLC Xxx Xxxxxxx Xxxxxx, 0xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 For payments and deliveries: Facsimile No.Attn: (000) 000 0000 Telephone No.: (000) 000 0000 / (000) 000 0000 For all other communications: Xxxxxx Xxxxxxxx-Xxxxxx Telephone: (000) 000-0000 Facsimile: (000) 000-0000 For all other communications: Attn: Equity Derivatives Documentation Telephone: (000) 000-0000 Facsimile: (000) 000-0000
(iii) The date and time of the Transaction evidenced hereby will be furnished by the Agent to Dealer and Counterparty Company upon written request. .
(iv) The Agent will furnish to Counterparty Company upon written request a statement as to the source and amount of any remuneration received or to be received by the Agent in connection with the Transaction evidenced hereby. .
(v) Dealer and Company each represents and agrees (A) that this Transaction is not a member unsuitable for it in the light of the SIPC such party’s financial situation, investment objectives and needs and (Securities Investor Protection Corporation). Dealer represents B) that it is an “OTC derivatives dealer” entering into this Transaction in reliance upon such tax, accounting, regulatory, legal and financial advice as such term is defined in the Exchange Act it deems necessary and is an affiliate of a broker-dealer that is registered with and fully-regulated not upon any view expressed by the SEC, Credit Suisse Securities (USA) LLCother or the Agent.
Appears in 1 contract
Role of Agent. As a broker-dealer registered with the U.S. Securities and Exchange Commission (“SEC”), Credit Suisse Securities (USA) LLC in its capacity as Agent will be responsible for (i) effecting the Transaction, (ii) issuing all required confirmations and statements to Dealer and Counterparty, (iii) maintaining books and records relating to the Transaction as required by Rules 17a-3 and 17a-4 under the Exchange Act and (iv) unless otherwise requested by Counterparty, receiving, delivering, and safeguarding Counterparty’s funds and any securities in connection with each the Transaction, in compliance with Rule 15c3-3 under the Exchange Act. Credit Suisse Securities (USA) LLC is acting in connection with the Transaction solely in its capacity as Agent for Dealer and Counterparty pursuant to instructions from Dealer and Counterparty. Credit Suisse Securities (USA) LLC shall have no responsibility or personal liability to Dealer or Counterparty arising from any failure by Dealer or Counterparty to pay or perform any obligations hereunder, or to monitor or enforce compliance by Dealer or Counterparty with any obligation hereunder, including without limitation, any obligations to maintain collateral. Each of Dealer and Counterparty agrees to proceed solely against the other to collect or recover any securities or monies owing to it in connection with or as a result of the Transaction. Credit Suisse Securities (USA) LLC shall otherwise have no liability in respect of the Transaction, except for its gross negligence or willful misconduct in performing its duties as Agent. Any and all notices, demands, or communications of any kind relating to this the Transaction between Dealer and Counterparty shall be transmitted exclusively through Agent at the following address: Credit Suisse Capital LLC c/o Credit Suisse Securities (USA) LLC Eleven Mxxxxxx Xxxxxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Txxxxx Xxxxxx Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Email: txxxxx.xxxxxx@xxxxxx-xxxxxx.xxx With a copy to: Credit Suisse Securities (USA) LLC 1 00 Xxxxxxx Xxxxxx, 0xx 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Senior Legal Officer Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Email: sxxxxxx.xxxx@xxxxxx-xxxxxx.xxx For payments and deliveries: Facsimile No.: (000) 000 0000 Telephone No.: (000) 000 0000 / (000) 000 0000 For all other communications: Telephone: (000) 000-0000 Facsimile: (000) 000-0000 The date and time of the Transaction evidenced hereby will be furnished by the Agent to Dealer and Counterparty upon written request. The Agent will furnish to Counterparty upon written request a statement as to the source and amount of any remuneration received or to be received by the Agent in connection with the Transaction evidenced hereby. Dealer is not a member of the SIPC (Securities Investor Protection Corporation). Dealer represents that it is an “OTC derivatives dealer” as such term is defined in the Exchange Act and is an affiliate of a broker-dealer that is registered with and fully-regulated by the SEC, Credit Suisse Securities (USA) LLC.00000
Appears in 1 contract
Samples: Additional Call Option Transaction (Pioneer Natural Resources Co)
Role of Agent. As a broker-dealer registered with the U.S. Securities and Exchange Commission (“SEC”), Credit Suisse Securities (USA) LLC in its capacity as Agent will be responsible for (i) effecting the Transaction, (ii) issuing all required confirmations and statements to Dealer and Counterparty, (iii) maintaining books and records relating to the Transaction as required by Rules 17a-3 and 17a-4 under the Exchange Act and (iv) unless otherwise requested by Counterparty, receiving, delivering, and safeguarding Counterparty’s funds and any securities in connection with each the Transaction, in compliance with Rule 15c3-3 under the Exchange Act. Credit Suisse Securities (USA) LLC is acting in connection with the Transaction solely in its capacity as Agent for Dealer and Counterparty pursuant to instructions from Dealer and Counterparty. Credit Suisse Securities (USA) LLC shall have no responsibility or personal liability to Dealer or Counterparty arising from any failure by Dealer or Counterparty to pay or perform any obligations hereunder, or to monitor or enforce compliance by Dealer or Counterparty with any obligation hereunder, including without limitation, any obligations to maintain collateral. Each of Dealer and Counterparty agrees to proceed solely against the other to collect or recover any securities or monies owing to it in connection with or as a result of the Transaction. Credit Suisse Securities (USA) LLC shall otherwise have no liability in respect of the Transaction, except for its gross negligence or willful misconduct in performing its duties as Agent. Any and all notices, demands, or communications of any kind relating to this the Transaction between Dealer and Counterparty shall be transmitted exclusively through Agent at the following address: Credit Suisse Capital LLC c/o Credit Suisse Securities (USA) LLC Eleven Mxxxxxx Xxxxxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Txxxxx Xxxxxx Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Email: txxxxx.xxxxxx@xxxxxx-xxxxxx.xxx With a copy to: Credit Suisse Securities (USA) LLC 1 00 Xxxxxxx Xxxxxx, 0xx 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Senior Legal Officer Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Email: sxxxxxx.xxxx@xxxxxx-xxxxxx.xxx For payments and deliveries: Facsimile No.: (000) 000 0000 Telephone No.: (000) 000 0000 / (000) 000 0000 For all other communications: Telephone: (000) 000-0000 Facsimile: (000) 000-0000 The date and time of the Transaction evidenced hereby will be furnished by the Agent to Dealer and Counterparty upon written request. The Agent will furnish to Counterparty upon written request a statement as to the source and amount of any remuneration received or to be received by the Agent in connection with the Transaction evidenced hereby. Dealer is not a member of the SIPC (Securities Investor Protection Corporation). Dealer represents that it is an “OTC derivatives dealer” as such term is defined in the Exchange Act and is an affiliate of a broker-dealer that is registered with and fully-regulated by the SEC, Credit Suisse Securities (USA) LLC.
Appears in 1 contract
Samples: Base Call Option Transaction (Pioneer Natural Resources Co)
Role of Agent. As a broker-dealer registered with the U.S. Securities and Exchange Commission (“SEC”), Credit Suisse Securities (USA) LLC in its capacity as Agent will be responsible for (i) effecting the Transaction, (ii) issuing all required confirmations and statements to Dealer and Counterparty, (iii) maintaining books and records relating to the Transaction as required by Rules 17a-3 and 17a-4 under the Exchange Act and (iv) unless otherwise requested by Counterparty, receiving, delivering, and safeguarding Counterparty’s funds and any securities in connection with each Transaction, in compliance with Rule 15c3-3 under the Exchange Act. Credit Suisse Securities (USA) LLC is acting in connection with the Transaction solely in its capacity as Agent for Dealer and Counterparty pursuant to instructions from Dealer and Counterparty. Credit Suisse Securities (USA) LLC shall have no responsibility or personal liability to Dealer or Counterparty arising from any failure by Dealer or Counterparty to pay or perform any obligations hereunder, or to monitor or enforce compliance by Dealer or Counterparty with any obligation hereunder, including without limitation, any obligations to maintain collateral. Each of Dealer and Counterparty agrees to proceed solely against the other to collect or recover any securities or monies owing to it in connection with or as a result of the Transaction. Credit Suisse Securities (USA) LLC shall otherwise have no liability in respect of the Transaction, except for its gross negligence or willful misconduct in performing its duties as Agent. Any and all notices, demands, or communications of any kind relating to this Transaction between Dealer and Counterparty shall be transmitted exclusively through Agent at the following address: Credit Suisse Capital LLC c/o Credit Suisse Securities (USA) LLC Eleven Mxxxxxx Exxxxx Xxxxxxx Xxxxxx Xxx XxxxNew York, XX 00000 NY 10010 Attention: Txxxxx Xxxxxx Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Email: txxxxx.xxxxxx@xxxxxx-xxxxxx.xxx With a copy to: Credit Suisse Securities (USA) LLC 1 Xxxxxxx Xxxxxx, 0xx Xxxxx Xxx XxxxFloor New York, Xxx Xxxx 00000 New York 10010 Attn: Senior Legal Officer Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Email: sxxxxxx.xxxx@xxxxxx-xxxxxx.xxx For payments and deliveries: Facsimile No.: (000) 000 0000 Telephone No.: (000) 000 0000 / (000) 000 0000 For all other communications: Telephone: (000) 000-0000 Facsimile: (000) 000-0000 The date and time of the Transaction evidenced hereby will be furnished by the Agent to Dealer and Counterparty upon written request. The Agent will furnish to Counterparty upon written request a statement as to the source and amount of any remuneration received or to be received by the Agent in connection with the Transaction evidenced hereby. Dealer is not a member of the SIPC (Securities Investor Protection Corporation). Dealer represents that it is an “OTC derivatives dealer” as such term is defined in the Exchange Act and is an affiliate of a broker-dealer that is registered with and fully-regulated by the SEC, Credit Suisse Securities (USA) LLC.
Appears in 1 contract
Samples: Call Option Transaction (NIO Inc.)
Role of Agent. As a broker-dealer registered with the U.S. Securities and Exchange Commission (“SEC”), Credit Suisse Securities (USA) LLC LLC, in its capacity as Agent Agent, will be responsible for (iA) effecting the this Transaction, (iiB) issuing all required confirmations and statements to Dealer and Counterparty, (iiiC) maintaining books and records relating to the this Transaction as required by Rules 17a-3 in accordance with its standard practices and 17a-4 under the Exchange Act procedures and in accordance with applicable law and (ivD) unless otherwise requested by Counterparty, receiving, delivering, and safeguarding Counterparty’s funds and any securities in connection with each this Transaction, in compliance accordance with Rule 15c3-3 under the Exchange Act. Credit Suisse Securities its standard practices and procedures and in accordance with applicable law.
(USAi) LLC Agent is acting in connection with the this Transaction solely in its capacity as Agent for Dealer and Counterparty pursuant to instructions from Dealer and Counterparty. Credit Suisse Securities (USA) LLC Agent shall have no responsibility or personal liability to Dealer or Counterparty arising from any failure by Dealer or Counterparty to pay or perform any obligations hereunder, or to monitor or enforce compliance by Dealer or Counterparty with any obligation hereunder, including including, without limitation, any obligations to maintain collateral. Each of Dealer and Counterparty agrees to proceed solely against the other to collect or recover any securities or monies owing to it in connection with or as a result of the this Transaction. Credit Suisse Securities (USA) LLC Agent shall otherwise have no liability in respect of the Transactionthis Transaction hereunder, by guaranty, endorsement or otherwise, except for its gross negligence or willful misconduct in performing its duties as Agent. .
(ii) Any and all notices, demands, or communications of any kind relating to this Transaction between Dealer and Counterparty shall be transmitted exclusively through Agent at the following address: Credit Suisse Capital LLC c/o Credit Suisse Securities (USA) LLC Eleven Mxxxxxx Xxxxxxx Xxxxxx Xxx Xxxx, XX 00000 Attention: Txxxxx Xxxxxx Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Email: txxxxx.xxxxxx@xxxxxx-xxxxxx.xxx With a copy to: Credit Suisse Securities (USA) LLC 1 Xxxxxxx Xxxxxx, 0xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attn: Senior Legal Officer Telephone: (000) 000-0000 Facsimile: (000) 000-0000 EmailWith a copy to: sxxxxxx.xxxx@xxxxxx-xxxxxx.xxx Credit Suisse Securities (USA) LLC Xxx Xxxxxxx Xxxxxx, 0xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 For payments and deliveries: Facsimile No.Attn: (000) 000 0000 Telephone No.: (000) 000 0000 / (000) 000 0000 For all other communications: Xxxxxx Xxxxxxxx-Xxxxxx Telephone: (000) 000-0000 Facsimile: (000) 000-0000 For all other communications: Attn: Equity Derivatives Documentation Telephone: (000) 000-0000 Facsimile: (000) 000-0000
(iii) The date and time of the Transaction evidenced hereby will be furnished by the Agent to Dealer and Counterparty upon written request. .
(iv) The Agent will furnish to Counterparty upon written request a statement as to the source and amount of any remuneration received or to be received by the Agent in connection with the Transaction evidenced hereby. .
(v) Dealer and Counterparty each represents and agrees (A) that this Transaction is not a member unsuitable for it in the light of the SIPC such party’s financial situation, investment objectives and needs and (Securities Investor Protection Corporation). Dealer represents B) that it is an “OTC derivatives dealer” entering into this Transaction in reliance upon such tax, accounting, regulatory, legal and financial advice as such term is defined in the Exchange Act it deems necessary and is an affiliate of a broker-dealer that is registered with and fully-regulated not upon any view expressed by the SEC, Credit Suisse Securities (USA) LLCother or the Agent.
Appears in 1 contract