Examples of Rule 134 in a sentence
The Company (other than through the Sales Agents) has not made without the prior consent of the Agent, any offer relating to the Shares that would constitute a “free writing prospectus” as defined in Rule 405 and which the parties agree, for the purposes of this Agreement, includes: (i) any “advertisement” as defined in Rule 482; (ii) any document not constituting a prospectus pursuant to Section 2(a)(10)(a) of the 1933 Act or Rule 134; and (iii) any Sales Material.
Unless preceded or accompanied by a prospectus satisfying the requirements of Section 10(a) of the Securities Act, no Underwriter will publish, transmit or deliver any written communication to any person in connection with the initial offering of the Offered Notes unless the written communication (i) is made in reliance on Rule 134 under the Securities Act, (ii) is a prospectus satisfying the requirements of Rule 430D under the Securities Act or (iii) is a Free Writing Prospectus.