The Prospectus Supplement Sample Clauses

The Prospectus Supplement clause defines the requirements and procedures for providing additional, updated, or specific information to investors beyond what is contained in the base prospectus. Typically, this clause outlines when and how a supplement must be issued, such as in response to material changes in the issuer's business or to include details about a particular securities offering. Its core function is to ensure that investors receive all relevant and current information necessary for informed decision-making, thereby maintaining regulatory compliance and transparency in securities offerings.
The Prospectus Supplement. The Prospectus Supplement and any amendments or supplements thereto, at the time the Prospectus Supplement or any such amendment or supplement was issued, do not, and at the Closing Time shall not, include an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, that this representation, warranty and agreement shall not apply to statements in or omissions from the Prospectus Supplement or any amendments or supplements thereto made in reliance upon and in conformity with information furnished to the Operating Partnership in writing by any Underwriter through UBS expressly for use in such Prospectus Supplement or any amendments or supplements thereto. Each preliminary prospectus supplement (including the prospectus or prospectuses filed as part of the Original Registration Statement or any amendment thereto, the Prospectus Supplement) or any amendment or supplement thereto complied when so filed in all material respects with the 1933 Act Regulations and each preliminary prospectus supplement and the Prospectus Supplement delivered to the Underwriters for use in connection with this offering was identical to the electronically transmitted copies thereof filed with the Commission pursuant to E▇▇▇▇, except to the extent permitted by Regulation S-T.
The Prospectus Supplement. The documents described and identified in clauses (a) and (b) above are referred to as the “Transaction Documents.” We have also reviewed a copy of the certificate of incorporation of the Company as certified by the Delaware Secretary of State on September 10, 2009 (the “Certificate of Incorporation”), the bylaws of the Company, as amended (the “Bylaws”), and copies of resolutions of the board of directors of the Company and such other documents, and have considered such matters of law and fact, in each case as we, in our professional judgment, have September 18, 2009 deemed appropriate to render the opinions contained herein. With respect to certain facts, we have considered it appropriate to rely upon certificates or other comparable documents of public officials and officers or other appropriate representatives of the Company without investigation or analysis of any underlying data contained therein.
The Prospectus Supplement. The Registration Statement as amended at the time it became effective is herein referred to as the "Registration Statement," the prospectus dated October 6, 1999 and the Prospectus Supplement dated March ___, 2000, in the forms filed with the Commission pursuant to Rule 424(b) of the published rules and regulations of the Commission under the Act are herein collectively referred to as the "Prospectus Supplement." We have also examined: the Underwriting Agreement; the articles of incorporation and bylaws of the Company and each Domestic Subsidiary (as defined herein); corporate minutes and resolutions of the Company as presented to us; and such other agreements and instruments of the Company and certificates of officers of the Company and each Domestic Subsidiary with respect to factual matters and of public officials as we believe necessary or appropriate in order to render the opinions expressed herein. In making our examination, we have assumed the genuineness of all signatures, the authenticity of all documents presented to us as originals, the conformity to original documents of all documents presented to us as copies thereof, and the authenticity of the original documents from which any such copies were made, which assumptions we have not independently verified. Based upon all of the foregoing, and subject to the qualifications and assumptions noted below, we are of the opinion that:

Related to The Prospectus Supplement

  • Prospectus Supplement The Company shall have filed with the Commission the Prospectus Supplement pursuant to Rule 424(b) under the Securities Act not later than the Commission’s close of business on the second Business Day following the date of this Agreement.

  • PROSPECTUS SUPPLEMENT SUMMARY The following summary highlights information contained elsewhere in this prospectus supplement and the accompanying prospectus and documents incorporated by reference. It does not contain all of the information that may be important to you. You should read this entire prospectus supplement and the accompanying prospectus and documents incorporated by reference carefully, including the section titled “Risk Factors” and our historical consolidated financial statements and related notes incorporated by reference herein.

  • Filing of Prospectus Supplement If any sales are made pursuant to this Agreement which are not made in “at the market” offerings as defined in Rule 415, including, without limitation, any Placement pursuant to a Terms Agreement, the Company shall file a Prospectus Supplement describing the terms of such transaction, the amount of Shares sold, the price thereof, the Manager’s compensation, and such other information as may be required pursuant to Rule 424 and Rule 430B, as applicable, within the time required by Rule 424.

  • Rule 424 Prospectus The Company shall, as required by applicable securities regulations, from time to time file with the SEC, pursuant to Rule 424 promulgated under the Securities Act, the prospectus and prospectus supplements, if any, to be used in connection with sales of the Registrable Securities under the Registration Statement. The Investor and its counsel shall have a reasonable opportunity to review and comment upon such prospectus prior to its filing with the SEC, and the Company shall give due consideration to all such comments. The Investor shall use its reasonable best efforts to comment upon such prospectus within one (1) Business Day from the date the Investor receives the final pre-filing version of such prospectus.

  • Preliminary Offering Memorandum, Time of Sale Information and Offering Memorandum The Preliminary Offering Memorandum, as of its date, did not, the Time of Sale Information, at the Time of Sale, did not, and at the Closing Date, will not, and the Offering Memorandum, in the form first used by the Initial Purchasers to confirm sales of the Securities and as of the Closing Date, will not, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided that the Company and the Guarantors make no representation or warranty with respect to any statements or omissions made in reliance upon and in conformity with information relating to any Initial Purchaser furnished to the Company in writing by such Initial Purchaser through the Representative expressly for use in the Preliminary Offering Memorandum, the Time of Sale Information or the Offering Memorandum.