Examples of Rxxxxxx Jxxxx in a sentence
Rxxxxxx Jxxxx and Associates, Inc., individually and not as Representative of the Underwriters, may, but shall not be obligated to, make payment for any Shares to be purchased by any Underwriter whose funds shall not have been received by the Representative by the Closing Date or the Additional Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.
The Company agrees that Rxxxxxx Jxxxx shall be under no obligation to purchase Shares on a principal basis pursuant to this Agreement, except as otherwise agreed in a separate written agreement containing the terms and conditions of such sale.
Notwithstanding the provisions of this Section 11, Rxxxxxx Jxxxx shall not be required to contribute any amount in excess of the compensation received by it in connection with the Placement Shares distributed by it to the public.
The Company shall furnish to Rxxxxxx Jxxxx, without charge, as many copies of any free writing prospectus prepared by or on behalf of, or used by the Company, as Rxxxxxx Jxxxx xxx reasonably request, except for those documents available via EXXXX.
Neither party may assign its rights or obligations under this Agreement without the prior written consent of the other party; provided however, that Rxxxxxx Jxxxx xxx assign its rights and obligations hereunder to an affiliate of Rxxxxxx Jxxxx without obtaining the Company’s consent.
The Company and Rxxxxxx Jxxxx each hereby irrevocably waives any right it may have to a trial by jury in respect of any claim based upon or arising out of this Agreement or any transaction contemplated hereby.
This Agreement (including all schedules and exhibits attached hereto and Placement Notices issued pursuant hereto and not declined by Rxxxxxx Jxxxx) constitutes the entire agreement of the parties to this Agreement and supersedes all prior written or oral and all contemporaneous oral agreements, understandings and negotiations with respect to the subject matter hereof.
The relative benefits received by the Company, on the one hand, and Rxxxxxx Jxxxx, on the other hand, in connection with the offering of the Shares pursuant to this Agreement shall be deemed to be in the same respective proportions as the total net proceeds from the offering of the Shares pursuant to this Agreement (before deducting expenses) received by the Company, and the total compensation received by Rxxxxxx Jxxxx.
Other than a free writing prospectus (as defined in Rule 405 under the Securities Act) approved in advance in writing by the Company and Rxxxxxx Jxxxx in its capacity as principal or agent hereunder, neither Rxxxxxx Jxxxx nor the Company (including its agents and representatives, other than Rxxxxxx Jxxxx in its capacity as such) will, directly or indirectly, use, authorize, approve or refer to any free writing prospectus relating to the Shares to be sold by Rxxxxxx Jxxxx as principal or agent hereunder.
Any termination pursuant to this Section 13(a) shall be without liability on the part of (a) the Company to Rxxxxxx Jxxxx, except that the Company shall be obligated to reimburse the expenses of Rxxxxxx Jxxxx pursuant to Sections 7(h) hereof, (b) Rxxxxxx Jxxxx to the Company, or (c) of any party hereto to any other party except that the provisions of Section 10 and Section 11 shall at all times be effective and shall survive such termination.