UNDERWRITING TERMS Sample Clauses

UNDERWRITING TERMS. (a) Principal Underwriter makes no representations or warranties regarding the number of Contracts to be sold by licensed broker-dealers and registered representatives of broker-dealers or the amount to be paid thereunder. Principal Underwriter does, however, represent that it will actively engage in its duties under this Agreement on a continuous basis while there are effective registration statements with the Commission.
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UNDERWRITING TERMS. 6.01 ALFS makes no representations or warranties regarding the number of contracts to be sold by Selling Broker-Dealer and the registered representatives of Selling Broker-Dealer or the amount to be paid thereunder. ALFS does, however, represent that it will actively engage in its duties under this Agreement on a continuous basis while there is an effective Registration Statement with the SEC.
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UNDERWRITING TERMS. 6.01. Distributors makes no representations or warranties regarding the number of Contracts to be sold by Selling Broker-Dealer and the registered representatives of Selling Broker-Dealer. Distributors does, however, represent that it will actively engage in its duties under this Agreement on a continuous basis while there are effective registration statements with the SEC.
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UNDERWRITING TERMS. In the case of an underwritten offering under this Section 2(b), the price, underwriting discount and other financial terms for the Registrable Securities shall be determined by the Initiating Holder.
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UNDERWRITING TERMS. Reference is made to that certain Master Underwriting Agreement (the “Master Agreement”) among DBV Technologies SA, a société anonyme incorporated under the laws of France, registered with the registre du commerce et des sociétés of Nanterre under number 441 772 522, the registered office of which is Green Square – Bât. D, 00/00 xxx xxx Xxxxxxxx – 00000 Xxxxxxx, Xxxxxx (the “Company”), on the one hand, and Citigroup Global Markets Inc., Leerink Partners LLC, Xxxxx, Garnier & Co. and Trout Capital LLC (collectively, the “Underwriters”) on the other hand, pursuant to which the Company proposes to conduct (i) a public offering in the United States and concurrent private offering in Canada and certain other countries (collectively, the “U.S. Offering”) of ordinary shares, €0.10 nominal value per share, of the Company (the “Ordinary Shares”), which Ordinary Shares may be in the form of American Depositary Shares (“ADSs”), and (ii) a concurrent registered private placement of Ordinary Shares in France and certain other countries outside of the United States and Canada. These U.S. Underwriting Terms shall govern the conduct of the U.S. Offering and are incorporated into and expressly made a part of the Master Agreement. Each of Citigroup Global Markets Inc., Leerink Partners LLC, Xxxxx, Garnier & Co. and Trout Capital LLC has agreed to act as an underwriter for the U.S. Offering (each, a “U.S. Underwriter”) and has agreed that Citigroup Global Markets Inc. and Leerink Partners LLC shall act as representatives (the “U.S. Representatives”) for the U.S. Underwriters in connection with the U.S. Offering. The Company has agreed to sell to the several U.S. Underwriters, and the U.S. Underwriters have severally agreed to purchase from the Company, [—] Ordinary Shares to be delivered in the form of ADSs (said shares to be issued and sold by the Company being hereinafter called the “U.S. Underwritten Shares”). The Company is also granting to the U.S. Underwriters an option to purchase up to an additional [—] Ordinary Shares to cover over-allotments, if any (the “U.S. Option Shares” and together with the U.S. Underwritten Shares, the “U.S. Shares”). Prior to the Closing of the U.S. Offering, the Company will enter into a Deposit Agreement (the “Deposit Agreement”), to be entered into among the Company, Citibank, N.A., as depositary (the “Depositary”) and all holders and beneficial owners of the ADSs issued thereunder. Upon deposit of any Ordinary Shares, the Depositary wil...
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UNDERWRITING TERMS. 5.1 In connection with any registration of Ordinary Shares by the Company, the Company shall select the underwriters, who shall be internationally recognized underwriters and acceptable to the Board of Directors; provided, however, that with respect to an Underwritten Offering made pursuant to a Demand Registration, the Company shall select the underwriters, who shall be nationally recognized underwriters and acceptable to Xxxxx to be included in such registration.
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UNDERWRITING TERMS. 6.01 [Distributors] makes no representations or warranties regarding the number of contracts to be sold by Selling Broker-Dealer and the registered representatives of Selling Broker-Dealer or the amount to be paid thereunder. [Distributors] does, however, represent that it will actively engage in its duties under this Agreement on a continuous basis while there is an effective Registration Statement with the SEC.
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UNDERWRITING TERMS. The Insurer accepts all eligible employees, pensioners and dependants under this Contract without medical underwriting. This is subject to the BFO insuring all eligible employees, pensioners and dependants under this Contract. There are no waiting periods to qualify for covered benefits. Pre-existing and chronic conditions are covered within the terms of this Contract. Appendix 2
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Related to UNDERWRITING TERMS

  • The Underwriting Agreement This Agreement has been duly authorized, executed and delivered by the Company.

  • Underwriting Agreement This Agreement has been duly authorized, executed and delivered by the Company.

  • Underwriting Agreements If requested by the Underwriters for any Underwritten Offering requested by holders pursuant to Sections 2.1 or 2.3, the Company and the holders of Registrable Securities to be included therein shall enter into an underwriting agreement with such Underwriters, such agreement to be reasonably satisfactory in substance and form to the Company, the holders of a majority-in-interest of each class of the Registrable Securities to be included in such Underwritten Offering and the Underwriters, and to contain such terms and conditions as are generally prevailing in agreements of that type, including, without limitation, indemnities no less favorable to the recipient thereof than those provided in Section 2.4. The holders of any Registrable Securities to be included in any Underwritten Offering pursuant to Section 2.2 shall enter into such an underwriting agreement at the request of the Company. All of the representations and warranties and the other agreements by and on the part of the Company to and for the benefit of the Underwriters included in any such underwriting agreement shall also be made to and for the benefit of such holders, and any or all of the conditions precedent to the obligations of the Underwriters under such underwriting agreement shall be conditions precedent to the obligations of such holders. No holder shall be required in any such underwriting agreement to make any representations or warranties to or agreements with the Company or the Underwriters other than representations, warranties or agreements regarding such holder, such holder’s Registrable Securities, such holder’s intended method of distribution and any other representations required by law.

  • Underwriting Requirements (a) If, pursuant to Subsection 2.1, the Initiating Holders intend to distribute the Registrable Securities covered by their request by means of an underwriting, they shall so advise the Company as a part of their request made pursuant to Subsection 2.1, and the Company shall include such information in the Demand Notice. The underwriter(s) will be selected by the Company and shall be reasonably acceptable to a majority in interest of the Initiating Holders. In such event, the right of any Holder to include such Holder’s Registrable Securities in such registration shall be conditioned upon such Holder’s participation in such underwriting and the inclusion of such Holder’s Registrable Securities in the underwriting to the extent provided herein. All Holders proposing to distribute their securities through such underwriting shall (together with the Company as provided in Subsection 2.4(e)) enter into an underwriting agreement in customary form with the underwriter(s) selected for such underwriting. Notwithstanding any other provision of this Subsection 2.3, if the managing underwriter(s) advise(s) the Initiating Holders in writing that marketing factors require a limitation on the number of shares to be underwritten, then the Initiating Holders shall so advise all Holders of Registrable Securities that otherwise would be underwritten pursuant hereto, and the number of Registrable Securities that may be included in the underwriting shall be allocated among such Holders of Registrable Securities, including the Initiating Holders, in proportion (as nearly as practicable) to the number of Registrable Securities owned by each Holder or in such other proportion as shall mutually be agreed to by all such selling Holders; provided, however, that the number of Registrable Securities held by the Holders to be included in such underwriting shall not be reduced unless all other securities are first entirely excluded from the underwriting. To facilitate the allocation of shares in accordance with the above provisions, the Company or the underwriters may round the number of shares allocated to any Holder to the nearest one hundred (100) shares.

  • Underwriting; Due Diligence (a) If requested by the underwriters for any underwritten offering of Registrable Securities pursuant to a registration requested under this Agreement, the Company shall enter into an underwriting agreement, with such underwriters for such offering, such agreement to contain such representations and warranties by the Company and such other terms and provisions as are customarily contained in underwriting agreements with respect to secondary distributions, including, without limitation, indemnities and contribution substantially to the effect and to the extent provided in Section 8 hereof and the provision of opinions of counsel and accountants' letters to the effect and to the extent provided in Section 5(e) hereof. The Selling Holders on whose behalf the Registrable Securities are to be distributed by such underwriters shall be parties to any such underwriting agreement and the representations and warranties by, and the other agreements on the part of, the Company to and for the benefit of such underwriters, shall also be made to and for the benefit of such Selling Holders. Such underwriting agreement shall also contain such representations and warranties by the Selling Holders on whose behalf the Registrable Securities are to be distributed as are customarily contained in underwriting agreements with respect to secondary distributions. The Selling Holders may require that any additional securities included in an offering proposed by a Holder be included on the same terms and conditions as the Registrable Securities that are included therein.

  • Underwriting Methodology The methodology used in underwriting the extension of credit for each Mortgage Loan employs objective mathematical principles which relate the related Mortgagor's income, assets and liabilities to the proposed payment and such underwriting methodology does not rely on the extent of the related Mortgagor's equity in the collateral as the principal determining factor in approving such credit extension. Such underwriting methodology confirmed that at the time of origination (application/approval) the related Mortgagor had a reasonable ability to make timely payments on the Mortgage Loan;

  • Underwriting Fee The Underwriting Fee payable by BIP to the Underwriters pursuant to the Offering shall be calculated based on all of the Units purchased hereunder. The Underwriting Fee payable by BIP to the Underwriters pursuant to the Over-Allotment Option shall be calculated based on all of the Additional Units purchased hereunder.

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