Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Initial Purchasers contained in Section 2(b) and their compliance with their agreements set forth therein, it is not necessary, in connection with the issuance and sale of the Securities to the Initial Purchasers and the offer, resale and delivery of the Securities by the Initial Purchasers in the manner contemplated by this Agreement, the Time of Sale Information and the Offering Memorandum, to register the Securities under the Securities Act or to qualify the Indenture under the Trust Indenture Act.
Appears in 22 contracts
Samples: Purchase Agreement (Lci Industries), Evolent Health, Inc., Purchase Agreement (United States Steel Corp)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Initial Purchasers contained in Section 2(b1(b) (including Annex A hereto) and their compliance with their agreements set forth therein, it is not necessary, in connection with the issuance and sale of the Securities to the Initial Purchasers and the offer, resale and delivery of the Securities by the Initial Purchasers in the manner contemplated by this Agreement, the Time of Sale Information Agreement and the Offering Memorandum, to register the Securities under the Securities Act or to qualify the Indenture under the Trust Indenture Act.
Appears in 16 contracts
Samples: Purchase Agreement (WXON, Inc.), Purchase Agreement (Reynolds American Inc), Purchase Agreement (Delta Petroleum Corp/Co)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Initial Purchasers contained in Section 2(b2(a) and their compliance with their agreements set forth therein(including Annex C hereto), it is not necessary, in connection with the issuance and sale of the Securities to the Initial Purchasers and the offer, resale and delivery of the Securities by the Initial Purchasers in the manner contemplated by this Agreement, the Time of Sale Information and the Final Offering Memorandum, to register the Securities under the Securities Act or to qualify the Indenture under the Trust Indenture Act.
Appears in 9 contracts
Samples: Sba Communications Corp, Sba Communications Corp, Sba Communications Corp
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Initial Purchasers contained in Section 2(b1(b) and their compliance with their agreements set forth therein, it is not necessary, in connection with the issuance and sale of the Securities to the Initial Purchasers and the offer, resale and delivery of the Securities by the Initial Purchasers in the manner contemplated by this Agreement, the Time of Sale Information and the Offering Memorandum, to register the Securities under the Securities Act or to qualify the Indenture under the Trust Indenture Act.
Appears in 8 contracts
Samples: ANTERO RESOURCES Corp, Rights Agreement (Navistar International Corp), Rights Agreement (Navistar International Corp)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Initial Purchasers contained in Section 2(b1(b) (including Annex A hereto) and their compliance with their agreements set forth therein, it is not necessary, in connection with the issuance and sale of the Securities Notes to the Initial Purchasers and the offer, resale and delivery of the Securities Notes by the Initial Purchasers in the manner contemplated by this Agreement, the Time of Sale Information Agreement and the Offering Memorandum, to register the Securities Notes under the Securities Act or to qualify the Indenture under the Trust Indenture Act.
Appears in 7 contracts
Samples: Purchase Agreement (Equitable Resources Inc /Pa/), Dana Corp, Registration Rights Agreement (Dana Corp)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Initial Purchasers contained in Section 2(b) and their compliance with their agreements set forth therein, it is not necessary, in connection with the issuance and sale of the Securities to the Initial Purchasers and the offer, resale and delivery of the Securities by the Initial Purchasers in the manner contemplated by this Agreement, the Time of Sale Information and the Offering Memorandum, to register the Securities under the Securities Act or to qualify the Indenture under the Trust Indenture ActAct of 1939, as amended.
Appears in 4 contracts
Samples: Purchase Agreement (Lyft, Inc.), Lyft, Inc., Purchase Agreement (Rambus Inc)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Initial Purchasers contained in Section 2(b2(e) and their compliance with their agreements set forth therein, it is not necessary, in connection with the issuance and sale of the Securities Notes to the Initial Purchasers and the offer, resale and delivery of the Securities Notes by the Initial Purchasers in the manner contemplated by this Agreement, the Time of Sale Information Pricing Disclosure Package and the Offering Memorandum, to register the Securities Notes under the Securities Act or to qualify the Indenture under the Trust Indenture Act.
Appears in 3 contracts
Samples: Registration Rights Agreement (Sixth Street Lending Partners), Registration Rights Agreement (Sixth Street Lending Partners), TPG Specialty Lending, Inc.
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Initial Purchasers contained in Section 2(b) and their compliance with their agreements set forth therein, it is not necessary, in connection with the issuance and sale of the Securities to the Initial Purchasers and the offer, resale and delivery of the Securities by the Initial Purchasers in the manner contemplated by this Agreement, the Time of Sale Information and the Offering Memorandum, to register the Securities under the Securities Act or to qualify the Indenture under the Trust Indenture Act of 1939, as amended (the “Trust Indenture Act”).
Appears in 3 contracts
Samples: World Wrestling Entertainmentinc, Purchase Agreement (Trulia, Inc.), Gogo Inc.
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Initial Purchasers contained in Section 2(b) (including Annex A hereto) and their compliance with their agreements set forth therein, it is not necessary, in connection with the issuance and sale of the Securities to the Initial Purchasers and the offer, resale and delivery of the Securities by the Initial Purchasers in the manner contemplated by this Agreement, the Time of Sale Information Agreement and the Offering Memorandum, to register the Securities under the Securities Act or to qualify the Indenture under the Trust Indenture Act.
Appears in 2 contracts
Samples: Purchase Agreement (Crum & Forster Holdings Corp), Purchase Agreement (Crum & Forster Holdings Corp)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Initial Purchasers contained in Section 2(b) hereof and their compliance with their agreements set forth therein, it is not necessary, in connection with the issuance and sale of the Securities to the Initial Purchasers and the offer, resale and delivery of the Securities by the Initial Purchasers in the manner contemplated by this Agreement, the Time of Sale Information and the Offering Memorandum, to register the Securities under the Securities Act or to qualify the Indenture under the Trust Indenture Act.
Appears in 2 contracts
Samples: Agreement (Sarepta Therapeutics, Inc.), Agreement (Sarepta Therapeutics, Inc.)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Initial Purchasers Purchaser contained in Section 2(b) and their compliance with their agreements set forth therein), it is not necessary, in connection with the issuance and sale of the Securities and Guarantees to the Initial Purchasers Purchaser and the offer, resale and delivery of the Securities and Guarantees by the Initial Purchasers Purchaser in the manner contemplated by this Agreement, the Time of Sale Information and the Final Offering Memorandum, to register the Securities and Guarantees under the Securities Act or to qualify the Indenture under the Trust Indenture Act.
Appears in 1 contract
Samples: Calgon Carbon Corporation
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Initial Purchasers contained in Section 2(b1(b) and their compliance with their agreements set forth therein, it is not necessary, in connection with the issuance and sale of the Securities to the Initial Purchasers and the offer, resale and delivery of the Securities by the Initial Purchasers in the manner contemplated by this Agreement, the Time of Sale Information and the Offering Memorandum, to register the Securities under the Securities Act or to qualify the Indenture under the Trust Indenture Act.
Appears in 1 contract
Samples: Nasdaq Stock Market Inc
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Initial Purchasers Purchaser contained in Section 2(b) and their compliance with their agreements set forth therein, it is not necessary, in connection with the issuance and sale of the Securities to the Initial Purchasers Purchaser and the offer, resale and delivery of the Securities by the Initial Purchasers Purchaser in the manner contemplated by this Agreement, the Time of Sale Information Disclosure Package and the Offering Memorandum, to register the Securities under the Securities Act or to qualify the Indenture under the Trust Indenture Act.
Appears in 1 contract
Samples: Purchase Agreement (Cinedigm Corp.)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Initial Purchasers contained in Section 2(b2(c) and their compliance with their agreements set forth therein, it is not necessary, in connection with the issuance and sale of the Securities to the Initial Purchasers and the offer, resale and delivery of the Securities by the Initial Purchasers in the manner contemplated by this Agreement, the Time of Sale Information and the Offering Memorandum, to register the Securities under the Securities Act or to qualify the Indenture under the Trust Indenture Act.
Appears in 1 contract
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Initial Purchasers contained in Section 2(b1(b) (including Annex A hereto) and their compliance with their agreements set forth therein, it is not necessary, in connection with the issuance and sale of the Securities to the Initial Purchasers and the offer, initial resale and delivery of the Securities by the Initial Purchasers in the manner contemplated by this Agreement, the Time of Sale Information Agreement and the Offering Memorandum, to register the Securities under the Securities Act or to qualify the Indenture under the Trust Indenture Act.
Appears in 1 contract
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Initial Purchasers Purchaser contained in Section 2(b) and their compliance with their agreements set forth therein, it is not necessary, in connection with the issuance and sale of the Securities to the Initial Purchasers Purchaser and the offer, resale and delivery of the Securities by the Initial Purchasers Purchaser in the manner contemplated by this Agreement, the Time of Sale Information Pricing Disclosure Package and the Offering Memorandum, to register the Securities under the Securities Act or to qualify the Indenture under the Trust Indenture Act.
Appears in 1 contract
Samples: Purchase Agreement (Bright Scholar Education Holdings LTD)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Initial Purchasers contained in Section 2(b2(b) and their compliance with their agreements set forth therein, it is not necessary, in connection with the issuance and sale of the Securities to the Initial Purchasers and the offer, resale and delivery of the Securities by the Initial Purchasers in the manner contemplated by this Agreement, the Time of Sale Information and the Offering Memorandum, to register the Securities under the Securities Act or to qualify the Indenture under the Trust Indenture Act.
Appears in 1 contract
Samples: Marcus Corp
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Initial Purchasers Purchaser contained in Section 2(b) and their its compliance with their its agreements set forth therein, it is not necessary, in connection with the issuance and sale of the Securities to the Initial Purchasers Purchaser and the offer, resale and delivery of the Securities by the Initial Purchasers Purchaser in the manner contemplated by this Agreement, the Time of Sale Information and the Offering MemorandumCircular, to register the Securities under the Securities Act or to qualify the Indenture under the Trust Indenture Act.
Appears in 1 contract
Samples: Purchase Agreement (Invacare Corp)
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Initial Purchasers contained in Section 2(b) and their compliance with their agreements set forth therein, it is not necessary, in connection with the issuance and sale of the Securities to the Initial Purchasers and the offer, resale and delivery of the Securities by the Initial Purchasers in the manner contemplated by this Agreement, the Time of Sale Information and the Offering Memorandum, to register the Securities under the Securities Act or to qualify the Indenture under the Trust Indenture ActAct of 1939.
Appears in 1 contract
Samples: Verigy Ltd.
Securities Law Exemptions. Assuming the accuracy of the representations and warranties of the Initial Purchasers contained in Section 2(b) and their compliance with their agreements set forth therein, it is not necessary, in connection with the issuance and sale of the Securities to the Initial Purchasers and the offer, resale and delivery of the Securities by the Initial Purchasers in the manner contemplated by this Agreement, the Time of Sale Information and the Offering Memorandum, to register the Securities under the Securities Act or to qualify the Indenture under the Trust Indenture ActAct of 1939, as amended, and the rules and regulations of the Commission thereunder.
Appears in 1 contract
Samples: Credit Agreement (Semtech Corp)