Supplemental Plan of Distribution definition

Supplemental Plan of Distribution. Description of Debt Securities We May Offer" and "Plan of Distribution," in each case insofar as they relate to the provisions of documents therein described, and other than the statements made in the Prospectus under the caption "Certain United States Federal Income Tax Consequences" insofar as they relate to United States federal income tax matters), they have no reason to believe that any part of the Registration Statement, insofar as relevant to the offering of the Securities, as of the date on which such part became effective, or the Prospectus, as of the date of such opinion (other than the financial statements and related schedules and other financial data therein, as to which they need express no opinion or belief), contained or contains an untrue statement of a material fact or omitted or omits to state a material fact required to be stated therein or necessary to make the statements therein not misleading, in each case after excluding any statement in any such document which does not constitute part of the Registration Statement or the Prospectus pursuant to Rule 412 of Regulation C under the 1933 Act; and they do not know of any contracts or other documents of a character required to be filed as an exhibit to the Registration Statement or required to be incorporated by reference into the Prospectus or required to be described in the Registration Statement or the Prospectus which are not filed or incorporated by reference or described as required;
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Supplemental Plan of Distribution and "Glossary" in the Prospectus Supplement relating to the Notes, dated January __, 1997, attached hereto and hereinafter referred to as the "Prospectus Supplement," and the sections entitled "Description of Debt Securities," "United States Taxation" and "Plan of Distribution" in the Prospectus relating to the Notes, dated January __, 1997, attached hereto and hereinafter referred to as the "Prospectus." Defined terms used herein but not defined herein shall have the meanings assigned to them in the Distribution Agreement, the Prospectus or the Prospectus Supplement, as appropriate. The Notes will be represented either by Global Notes delivered to The Depository Trust Company ("DTC") or its nominee and recorded in the book-entry system maintained by DTC or such nominee ("Book-Entry Notes") or by certificates delivered to the Holders thereof or Persons designated by such Holders ("Certificated Notes"). Notes for which interest is calculated on the basis of a fixed interest rate are referred to herein as "Fixed Rate Notes." Notes for which interest is calculated at a rate or rates determined by reference to an interest rate formula are referred to herein as "Floating Rate Notes."
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Examples of Supplemental Plan of Distribution in a sentence

  • See "Supplemental Plan of Distribution (Conflicts of Interest)" on page PS-11 of this document.Investment in the Notes involves certain risks.

  • Our commitment at JMW is to provide a safe and prosperous working environment for every employee.

  • Listing: None Principal AmountAgent (Sole Bookrunner): Wells Fargo Securities, LLC $750,000,000Total: $750,000,000 Supplemental Plan of Distribution: On July 22, 2022, we agreed to sell to the Agent, and the Agent agreed to purchase, the notesat a purchase price of 101.387%, plus accrued interest, if any, from July 25, 2022.

  • S-23 Supplemental Plan of Distribution.......................................

  • Working together with counterparts in the US, where new business ventures have been incubated and technology transfer officers trained.

  • The Issuers acknowledge that, under the heading "Supplemental Plan of Distribution," the sentences related to concessions and reallowances and the paragraph related to stabilization, syndicate covering transactions and penalty bids in the Prospectus constitute the only information furnished in writing by or on behalf of the Agents for inclusion in the Prospectus.

  • Supplemental Plan of Distribution (Conflicts of Interest) Pursuant to the terms of a distribution agreement, HSBC Securities (USA) Inc., an affiliate of HSBC, will purchase the Notes from HSBC for distribution to UBS Financial Services Inc.

  • Supplemental Plan of Distribution (Conflicts of Interest): Subject to the terms of the Distribution Agreement, dated as of September 12, 2014, between the Bank and the agents named therein, as supplemented by a Terms Agreement, dated June 6, 2018 (the “Terms Agreement”), among the Bank and Morgan Stanley & Co. LLC, BBVA Securities Inc., Citigroup Global Markets Inc.

  • The ISO shall sum these daily credits for all days in the Billing Period.A Customer will be responsible for the following additional charge if the Transmission Owner in whose Transmission District the Customer is located maintains a Restoration Services plan, except with respect to the Consolidated Edison Plan, the cost recovery requirements of which are set forth in Section 15.5.4.3 to this Rate Schedule.

  • Interest will be computed on the basis of a 360-day year comprised of twelve 30-day months.” Supplemental Plan of Distribution Information It is expected that delivery of the notes will be made against payment therefor on or about December 22, 2008, which will be the fourth business day following the date of pricing of the notes.

Related to Supplemental Plan of Distribution

  • Plan of Distribution shall have the meaning set forth in Section 2(a).

  • Distribution Statement has the meaning set forth in Section 5.02(c) of the Trust Agreement.

  • Time of distribution means the time when a disclaimed interest would have taken effect in possession or enjoyment.

  • Resale Registration Statement means a registration statement meeting the requirements set forth in the Registration Rights Agreement and covering the resale of the Underlying Shares by each Purchaser as provided for in the Registration Rights Agreement.

  • Allocation Statement has the meaning set forth in Section 2.5.

  • Exchange Registration Statement shall have the meaning assigned thereto in Section 2(a) hereof.

  • Preliminary Offering Circular means any preliminary offering circular or memorandum, if any, or any other written preliminary materials authorized by the Issuer to be used in connection with such an Offering. As used herein, the terms “Offering Circular” and “Preliminary Offering Circular” include the material, if any, incorporated by reference therein. We will either, as soon as practicable after the later of the date of the Invitation Wire or the date made available to us by the Issuer, furnish to you (or make available for your review) a copy of any Preliminary Offering Circular or any proof or draft of the Offering Circular. In any event, in any Offering involving an Offering Circular, the Manager will furnish, make available to you, or make arrangements for you to obtain, as soon as practicable after sufficient quantities thereof are made available by the Issuer, copies (which may, to the extent permitted by law, be in electronic form) of the Preliminary Offering Circular and Offering Circular, as amended or supplemented, if applicable (but excluding, for this purpose, documents incorporated therein by reference).

  • Termination statement means an amendment of a financing statement which:

  • IPO Registration Statement means the Registration Statement on Form S-1, as amended, relating to the initial public offering of the Common Stock.

  • Initial Registration Statement means the initial Registration Statement filed pursuant to this Agreement.

  • Additional Registration Statement means a registration statement or registration statements of the Company filed under the 1933 Act covering any Additional Registrable Securities.

  • New Registration Statement has the meaning set forth in Section 2(a).

  • Consent Solicitation Statement means the consent solicitation statement included as part of the Registration Statement with respect to the solicitation by the Company of the Company Stockholder Approval.

  • Special Registration Statement means (i) a registration statement relating to any employee benefit plan or (ii) with respect to any corporate reorganization or transaction under Rule 145 of the Securities Act, any registration statements related to the issuance or resale of securities issued in such a transaction or (iii) a registration related to stock issued upon conversion of debt securities.

  • Information Statement has the meaning set forth in Section 6.6.

  • Plan of Allocation means the proposed plan of allocation of the Net Settlement Fund set forth in the Notice.

  • Original Registration Statement. As used in this Agreement, the terms “amendment” or “supplement” when applied to the Registration Statement or the Prospectus shall be deemed to include the filing by the Company with the Commission of any document under the Exchange Act after the date hereof that is or is deemed to be incorporated therein by reference. All references in this Agreement to financial statements and schedules and other information which is “contained,” “included” or “stated” in the Registration Statement or the Prospectus (and all other references of like import) shall be deemed to mean and include all such financial statements and schedules and other information which is or is deemed to be incorporated by reference in or otherwise deemed under the Securities Act to be a part of or included in the Registration Statement or the Prospectus, as the case may be, as of any specified date; and all references in this Agreement to amendments or supplements to the Registration Statement or the Prospectus shall be deemed to mean and include, without limitation, the filing of any document under the Exchange Act which is or is deemed to be incorporated by reference in or otherwise deemed under the Securities Act to be a part of or included in the Registration Statement or the Prospectus, as the case may be, as of any specified date. At the time the Registration Statement was or will be originally declared effective and at the time the Company’s most recent annual report on Form 10-K was filed with the Commission, if later, the Company met the then-applicable requirements for use of Form S-3 under the Securities Act. During the Agency Period, each time the Company files an annual report on Form 10-K the Company will meet the then-applicable requirements for use of Form S-3 under the Securities Act.

  • Form S-4 Registration Statement means the registration statement on Form S-4 to be filed with the SEC by Parent in connection with issuance of Parent Common Stock in the Merger, as said registration statement may be amended prior to the time it is declared effective by the SEC.

  • Initial Shelf Registration Statement has the meaning set forth in Section 2(a) hereof.

  • Resale Shelf Registration Statement shall have the meaning given in subsection 2.3.1.

  • Automatic Shelf Registration Statement means an “automatic shelf registration statement” as defined in Rule 405 promulgated under the Securities Act.

  • Subsequent Shelf Registration Statement has the meaning set forth in Section 2(b) hereof.

  • Limited Use Issuer Free Writing Prospectus means any Issuer Free Writing Prospectus that is not a General Use Issuer Free Writing Prospectus.

  • Demand Registration Statement has the meaning set forth in Section 2.01(a).

  • Base Prospectus means the base prospectus referred to in paragraph 1(a) above contained in the Registration Statement at the Execution Time.

  • Offering Circular means the final offering circular or memorandum, if any, or any other final written materials authorized by the Issuer to be used in connection with an Offering that is not a Registered Offering. “Preliminary Offering Circular” means any preliminary offering circular or memorandum, if any, or any other written preliminary materials authorized by the Issuer to be used in connection with such an Offering. As used herein, the terms “Offering Circular” and “Preliminary Offering Circular” include the material, if any, incorporated by reference therein. We will either, as soon as practicable after the later of the date of the Invitation Wire or the date made available to us by the Issuer, furnish to you (or make available for your review) a copy of any Preliminary Offering Circular or any proof or draft of the Offering Circular. In any event, in any Offering involving an Offering Circular, the Manager will furnish, make available to you, or make arrangements for you to obtain, as soon as practicable after sufficient quantities thereof are made available by the Issuer, copies (which may, to the extent permitted by law, be in electronic form) of the Preliminary Offering Circular and Offering Circular, as amended or supplemented, if applicable (but excluding, for this purpose, documents incorporated therein by reference).