Common use of Use of Free Writing Prospectus Clause in Contracts

Use of Free Writing Prospectus. Neither the Company nor the Agent has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consent, any “written communication” that constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”).

Appears in 354 contracts

Samples: Open Market Sale Agreement (Palladyne AI Corp.), Open Market Sale Agreement (Travere Therapeutics, Inc.), Open Market Sale Agreement (Kymera Therapeutics, Inc.)

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Use of Free Writing Prospectus. Neither the Company nor the any Agent has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consent, any “written communication” that constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”).

Appears in 14 contracts

Samples: Sales Agreement (MICROSTRATEGY Inc), Open Market Sale Agreement (Ardmore Shipping Corp), Sales Agreement (MICROSTRATEGY Inc)

Use of Free Writing Prospectus. Neither the Company nor the Sales Agent has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, distribute without the other party’s prior written consent, any “written communication” that which constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such Act. Any “free writing prospectus being prospectus” the use of which has been consented to in writing by the Company and the Sales Agent is hereinafter referred to herein as a “Permitted Free Writing Prospectus.).

Appears in 9 contracts

Samples: Sales Agency Financing Agreement (Southern Co), Sales Agency Financing Agreement (Southern Co), Sales Agency Financing Agreement (Southern Co)

Use of Free Writing Prospectus. Neither the Company nor the Sales Agent has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consent, which consent shall not be unreasonably withheld, any “written communication” that which constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering of Common Shares contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”)Agreement.

Appears in 7 contracts

Samples: Sales Agency Financing Agreement (Avalonbay Communities Inc), Sales Agency Financing Agreement (Avalonbay Communities Inc), Sales Agency Financing Agreement (Avalonbay Communities Inc)

Use of Free Writing Prospectus. Neither the Company nor the Sales Agent has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consent, any “written communication” that constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”).

Appears in 6 contracts

Samples: Open Market Sale Agreement (Trinity Capital Inc.), Open Market Sale Agreement (Trinity Capital Inc.), Open Market Sale Agreement (Trinity Capital Inc.)

Use of Free Writing Prospectus. Neither None of the Company nor Company, Sales Agent, the Agent Forward Purchaser or the Forward Seller has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consent, which consent shall not be unreasonably withheld, any “written communication” that which constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering of Shares contemplated by this Agreement (any such free writing prospectus being referred to herein as a an Issuer Free Writing Prospectus”).

Appears in 6 contracts

Samples: Sales Agency Financing Agreement (Avalonbay Communities Inc), Sales Agency Financing Agreement (Gaming & Leisure Properties, Inc.), Sales Agency Financing Agreement (Avalonbay Communities Inc)

Use of Free Writing Prospectus. Neither the Company nor the Agent Agents has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consent, any “written communication” that constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”).

Appears in 6 contracts

Samples: Equity Distribution Agreement (Tilray Brands, Inc.), Equity Distribution Agreement (BridgeBio Pharma, Inc.), Sales Agreement (Tilray Brands, Inc.)

Use of Free Writing Prospectus. Neither the Company nor the Sales Agent has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, distribute without the other party’s 's prior written consent, any “written communication” that which constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such Act. Any “free writing prospectus being prospectus” the use of which has been consented to in writing by the Company and the Sales Agent is hereinafter referred to herein as a “Permitted Free Writing Prospectus.).

Appears in 4 contracts

Samples: Sales Agency Financing Agreement (Southern Co), Sales Agency Financing Agreement (Southern Co), Sales Agency Financing Agreement (Southern Co)

Use of Free Writing Prospectus. Neither the Company nor the Agent Xxxxxxx Xxxxx has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consent, any “written communication” that which constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”)Agreement.

Appears in 3 contracts

Samples: Sales Agency Financing Agreement (Eastgroup Properties Inc), Sales Agency Financing Agreement (Eastgroup Properties Inc), Sales Agency Financing Agreement (Eastgroup Properties Inc)

Use of Free Writing Prospectus. Neither the Company nor the Sales Agent has have prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, distribute without the other party’s prior written consent, any “written communication” that which constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”)Act.

Appears in 3 contracts

Samples: Sales Agency Agreement, Sales Agency Agreement (Avista Corp), Sales Agency Agreement (Avista Corp)

Use of Free Writing Prospectus. Neither the Company nor the Agent has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consent, which consent will not be unreasonably withheld, conditioned or delayed, any “written communication” that constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”).

Appears in 3 contracts

Samples: Open Market Sale Agreement (Enliven Therapeutics, Inc.), Open Market Sale Agreement (Enliven Therapeutics, Inc.), Open Market Sale Agreement (Viracta Therapeutics, Inc.)

Use of Free Writing Prospectus. Neither the Company nor the Sales Agent nor the Forward Seller has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consent, any “written communication” that constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”).

Appears in 3 contracts

Samples: Sales Agency Financing Agreement (SITE Centers Corp.), Sales Agency Financing Agreement (SITE Centers Corp.), Sales Agency Financing Agreement (SITE Centers Corp.)

Use of Free Writing Prospectus. Neither the Company nor the Agent has Agents have prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consent, any “written communication” that constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”).

Appears in 3 contracts

Samples: Sales Agreement (Vaxart, Inc.), Open Market Sale Agreement (Fuelcell Energy Inc), Open Market Sale Agreement (Vaxart, Inc.)

Use of Free Writing Prospectus. Neither the Company nor the either Agent has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consent, any “written communication” that constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”).

Appears in 2 contracts

Samples: Sales Agreement (Aclaris Therapeutics, Inc.), Sales Agreement (Aclaris Therapeutics, Inc.)

Use of Free Writing Prospectus. Neither the Company nor the Agent has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consent, which shall not be unreasonably withheld, conditioned or delayed, any “written communication” that constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”).

Appears in 2 contracts

Samples: Open Market Sale Agreement (Humacyte, Inc.), Open Market Sale Agreement (Gannett Co., Inc.)

Use of Free Writing Prospectus. Neither the Company nor SCUSA nor the Agent Forward Seller has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consent, any “written communication” that constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”).

Appears in 2 contracts

Samples: Sales Agency Financing Agreement (DDR Corp), Sales Agency Financing Agreement (DDR Corp)

Use of Free Writing Prospectus. Neither the Company nor the Agent has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consentconsent (such consent of the Agent not to be unreasonably withheld, conditioned or delayed), any “written communication” that constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”).

Appears in 2 contracts

Samples: Open Market Sale Agreement (BlueLinx Holdings Inc.), Open Market Sale Agreement (Cyclerion Therapeutics, Inc.)

Use of Free Writing Prospectus. Neither the Company nor the Agent has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s 's prior written consent, any "written communication" that constitutes a "free writing prospectus" as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a "Free Writing Prospectus").

Appears in 2 contracts

Samples: Sales Agreement (ImmunoPrecise Antibodies Ltd.), Open Market Sale Agreement (ImmunoPrecise Antibodies Ltd.)

Use of Free Writing Prospectus. Neither the Company nor the Agent has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consentconsent (which shall not be unreasonably withheld, conditioned or delayed), any “written communication” that constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”).

Appears in 1 contract

Samples: Open Market Sale Agreement (Virgin Galactic Holdings, Inc)

Use of Free Writing Prospectus. Neither the Company nor the Agent has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consent, any “written communication” that constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”).. ​ ​ ​

Appears in 1 contract

Samples: Open Market Sale Agreement (Ardelyx, Inc.)

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Use of Free Writing Prospectus. Neither the Company nor the Agent has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consentconsent (which shall not be unreasonably withheld or delayed), any “written communication” that constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”).

Appears in 1 contract

Samples: Open Market Sale Agreement (ASLAN Pharmaceuticals LTD)

Use of Free Writing Prospectus. Neither the Company nor the Agent has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consentconsent of each other party hereto, any “written communication” that constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”).

Appears in 1 contract

Samples: Open Market Sale Agreement (Cytosorbents Corp)

Use of Free Writing Prospectus. Neither the Company nor the Agent has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consentconsent (such consent of Agent not to be unreasonably withheld, conditioned or delayed), any “written communication” that constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”).

Appears in 1 contract

Samples: Open Market Sale Agreement (Northwest Pipe Co)

Use of Free Writing Prospectus. Neither the Company on the one hand nor the Agent Agent, Forward Seller, and Forward Purchaser on the other hand, has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consent, any “written communication” that constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”).

Appears in 1 contract

Samples: Open Market Sale Agreement (Postal Realty Trust, Inc.)

Use of Free Writing Prospectus. Neither Except for the Issuer Free Writing Prospectuses, if any, identified on Schedule B hereto, neither the Company nor the Agent Agents has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consentconsent of the other parties hereto, any “written communication” that constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”).

Appears in 1 contract

Samples: Open Market Sale Agreement (AFC Gamma, Inc.)

Use of Free Writing Prospectus. Neither the Company nor the Agent has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consent, which shall not be unreasonably withheld or delayed, any “written communication” that constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”).

Appears in 1 contract

Samples: Open Market Sale Agreement (Veru Inc.)

Use of Free Writing Prospectus. Neither the Company nor the Agent has Agents have prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s 's prior written consent, any "written communication" that constitutes a "free writing prospectus" as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a "Free Writing Prospectus").

Appears in 1 contract

Samples: Open Market Sale Agreement (Lithium Americas Corp.)

Use of Free Writing Prospectus. Neither the Company nor the nor, severally with respect to each Agent, such Agent has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consentconsent of each other party hereto, any “written communication” that constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”).

Appears in 1 contract

Samples: Open Market Sale Agreement (Cytosorbents Corp)

Use of Free Writing Prospectus. Neither the Company nor any of the Agent Agents has prepared, used, referred to or distributed, or will knowingly prepare, use, refer to or distribute, without the other party’s prior written consent, any “written communication” that which constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”)Act.

Appears in 1 contract

Samples: Sales Agency Agreement (Inland Real Estate Corp)

Use of Free Writing Prospectus. Neither the Company nor the Agent has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consent, any such consent not to be unreasonably withheld, conditioned or delayed, any “written communication” that constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”).

Appears in 1 contract

Samples: Open Market Sale Agreement (Morphic Holding, Inc.)

Use of Free Writing Prospectus. Neither None of the Company nor or the Agent has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consent, which consent will not be unreasonably withheld, conditioned or delayed, any “written communication” that constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”).

Appears in 1 contract

Samples: Open Market Sale Agreement (ImmunityBio, Inc.)

Use of Free Writing Prospectus. Neither the Company on the one hand, nor the Agent Agent, the Forward Seller and the Forward Purchaser on the other hand has prepared, used, referred to or distributed, or will prepare, use, refer to or distribute, without the other party’s prior written consentconsent (which shall not be unreasonably withheld or delayed), any “written communication” that constitutes a “free writing prospectus” as such terms are defined in Rule 405 under the Securities Act with respect to the offering contemplated by this Agreement (any such free writing prospectus being referred to herein as a “Free Writing Prospectus”).

Appears in 1 contract

Samples: Open Market Sale Agreement (Opthea LTD)

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