Use of Proceeds. Charges" "Conflicts of Interest" "Redemptions; Net Asset Value" "The Trust and the Trustee" "Federal Income Tax Aspects" In connection with making the representations and warranties set forth in this paragraph, the Correspondent Selling Agent has not relied on inquiries made by or on behalf of any other parties. The Correspondent Selling Agent agrees to inform all prospective purchasers of Units of all pertinent facts relating to the liquidity and marketability of the Units as set forth in the Prospectus. The Correspondent Selling Agent shall offer and sell Units in compliance with the requirements set forth in the Registration Statement and Prospectus (particularly the "Subscription Requirements" attached as Exhibit B thereto), this Agreement and the Blue Sky Survey delivered to the Lead Selling Agent by the Managing Owner's counsel, a copy of which has been provided to the Correspondent Selling Agent. The Correspondent Selling Agent represents and warrants that it shall comply fully at all times with all applicable federal and state securities and commodities laws (including without limitation the 1933 Act, the Securities Exchange Act of 1934, as amended (the "1934 Act"), the Commodity Exchange Act, as amended (the "CEA"), and the securities and Blue Sky laws of the jurisdictions in which the Correspondent Selling Agent solicits subscriptions, all applicable rules and regulations under such laws, and all applicable requirements, rules, policy statements and interpretations of the NASD, and the securities and commodities exchanges and other governmental and self-regulatory authorities and organizations having jurisdiction over it or the offering of Units). The Correspondent Selling Agent shall under no circumstances engage in any activities hereunder in any jurisdiction (i) in which the Managing Owner has not informed the Correspondent Selling Agent that counsel's advice has been received that the Units are qualified for sale or are exempt under the applicable securities or Blue Sky laws thereof or (ii) in which the Correspondent Selling Agent may not lawfully engage. The Correspondent Selling Agent further agrees to comply with the requirement under applicable federal and state securities laws to deliver to each offeree a Prospectus and any amendments or supplements thereto (including summary financial information, if available, after the Trust has commenced operations). Neither the Correspondent Selling Agent nor any of its employees, agents or represen...
Use of Proceeds means the use of funds derived by an organization from its charitable gaming activities which are disbursed for those lawful religious, charitable, community or educational purposes. This includes expenses relating to the acquisition, construction, maintenance or repair of any interest in the real property involved in the operation of the organization and used for lawful religious, charitable, community or educational purposes.
Use of Proceeds. The entire Offering proceeds, which result from the exchange of currently existing debt owed by the Company to Lone Star, have been used by the Company for working capital and general corporate expenses. This Subscription Agreement is offered for the purpose of Lone Star considering the ramifications of its investment in the Offering as described above. If after reviewing this Subscription Agreement and other relevant documents with the your legal, financial, tax and investment advisors as you deem appropriate you elect to purchase Securities, please complete the following: By executing this Agreement and returning it to the Company, you further agree that your investment is being made entirely on the terms and conditions stated herein and in the documents attached hereto. You understand that this Subscription Agreement is not binding until the Company accepts it in writing. Caveat: Certain statements contained herein and included in other documents which have been given to you (including the Company’s reports filed pursuant to the requirements of the 0000 Xxx) using the terms “may,” “expects to” and other terms denoting future possibilities, are forward-looking statements. We cannot guarantee the accuracy of these statements as they are subject to a variety of risks, which are beyond our ability to predict or control. These risks may cause actual results to differ materially from the projections or estimates given to you. These risks include, but are not limited to, the possibility that the described operations or other activities will not be completed on economic terms, if at all. Our contemplated operations are attendant with high risk. There can be no assurance that we will succeed in operating our contemplated business, and it is important that each person considering and investment pursuant to this Subscription Agreement understands the significant risks, which accompany the proposed conduct of our future operations. In connection with your proposed purchase of the Series B Stock, you further represent as follows:
Examples of Use of Proceeds in a sentence
Borrowings under the IFC Loan were made available to relieve liquidity constraints and the impact of COVID-19 on the Group’s operations in Romania, and to finance or refinance commercial projects in Romania that meet certain ‘green buildings’ and ‘energy efficiency’ Eligibility Criteria defined under the Use of Proceeds section of the Green Loan Framework (as annexed to the IFC Loan Agreement).
Amounts held to the credit of the Series 2016A Bond Rebate Fund shall be invested and applied in accordance with the Arbitrage and Use of Proceeds Certificate.
There is hereby created and designated an "Oklahoma Turnpike System Series 2018A Bonds Rebate Fund" (referred to herein as the "Series 2018A Bonds Rebate Fund") to the credit of which there shall be deposited such amounts as shall be required to satisfy the Rebate Requirement (as defined in the Arbitrage and Use of Proceeds Certificate) and for payment to the federal government of the United States of America.
Amounts held to the credit of the Series 2018A Bonds Rebate Fund shall be invested and applied in accordance with the Arbitrage and Use of Proceeds Certificate.
There is hereby created and designated an “Oklahoma Turnpike System Series 2020A Bonds Rebate Fund” (referred to herein as the “Series 2020A Bonds Rebate Fund”) to the credit of which there shall be deposited such amounts as shall be required to satisfy the Rebate Requirement (as defined in the Arbitrage and Use of Proceeds Certificate) and for payment to the federal government of the United States of America.
More Definitions of Use of Proceeds
Use of Proceeds. We will use the net proceeds from the sale of the notes for repayment of a portion of the outstanding indebtedness under our commercial paper program recently incurred in connection with our acquisition of the Tyco Electronics Wireless Systems business. Settlement Date: June 9, 2009 Ratings: Xxxxx’x Investors Service, Inc.: Baa1 (stable outlook) Standard & Poor’s Ratings Services: BBB+ (stable outlook) CUSIP: 413875 AL9 Joint Book-Running Managers: Xxxxxx Xxxxxxx & Co. Incorporated; Citigroup Global Markets Inc. Co-Managers: Banc of America Securities LLC HSBC Securities (USA) Inc. X.X. Xxxxxx Securities Inc. SunTrust Xxxxxxxx Xxxxxxxx, Inc. Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time. The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting XXXXX on the SEC Web site at xxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it from either Xxxxxx Xxxxxxx & Co. Incorporated by calling toll-free 1-866-718-1649 or Citigroup Global Markets Inc. by calling toll-free 0-000-000-0000. EXHIBIT B-1 OPINION OF HOLLAND & KNIGHT LLP The opinion of the counsel for the Company, to be delivered pursuant to Section 5(c) of the Underwriting Agreement shall be to the effect that:
Use of Proceeds. We have verified the accuracy of the net proceeds of the offering of the APS of the Trust after payment of offering expenses and the sales load.
Use of Proceeds. Business," "Management," and "Description of Securities," which purport to summarize the provisions of agreements, licenses, statutes or rules and regulations, have been reviewed by such counsel and are accurate summaries in all material respects;
Use of Proceeds. Dilution," "Capitalization," "Selected Financial Data," "Management's Discussion and Analysis of Financial Condition and Results of Operations," "Business," and "Management," are fairly presented and prepared on a basis consistent with the audited financial statements of the Company.
Use of Proceeds. We estimate the net proceeds from this offering, after deducting the underwriting discount and other estimated expenses payable by us, will be approximately $1.481 billion. We intend to use the net proceeds from this offering to repurchase any 2020 Notes tendered in the Offer and to redeem any 2020 Notes not tendered in the Offer, pay fees and expenses related to this offering and the Offer, and for general corporate purposes, which may include future acquisitions and share repurchases. Pending application of the net proceeds from the offering of the notes for the purposes described above, we may temporarily invest the net proceeds in short-term investments. Revisions to the Preliminary Prospectus Supplement: Under the heading “Summary–Summary Financial and Operating Data” of the Preliminary Prospectus Supplement, the “As Adjusted data” appearing in the table on page S-11 is hereby revised as follows: Interest expense shall be increased from $396 to $407. Ratio of Adjusted EBITDA to interest expense shall be decreased from 6.3x to 6.1x. Ratio of earnings to fixed charges shall be decreased from 3.0x to 2.9x. Please refer to pages S-12 and S-13 of the Preliminary Prospectus Supplement for the notes applicable to the “As Adjusted data” appearing above. The issuer has filed a registration statement (including a prospectus) and a prospectus supplement with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and the prospectus supplement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at xxx.xxx.xxx. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus and the prospectus supplement, when available, if you request it by contacting (i) BofA Merrill Lynch at (800) 294-1322 or email: dg.prospectus_requests@baml.com, (ii) Barclays Capital Inc. at (888) 603-5847 or Barclaysprospectus@ xxxxxxxxxx.xxx, (iii) Credit Suisse Securities (USA) LLC at (800) 221-1037 or Newyork.prospectus@credit-suisse.com, (iv) Goldman, Sachs & Co. at (866) 471-2526 or prospectus-ny@ny.email.gs.com, (v) J.P. Morgan Securities LLC at (800) 245-8812, (vi) Morgan Stanley & Co. LLC at (866) 718-1649, (vii) SunTrust Robinson Humphrey, Inc. at (404) 926-5052 and (viii) Wells Fargo Securities...
Use of Proceeds. (i) conflicts with the Organizational Documents, (ii) constitutes a violation of, or a default under, any Scheduled Contract, (iii) contravenes any Scheduled Order or (iv) violates any law, rule or regulation of the State of New York, the State of Illinois, the DGCL or the United States of America.
Use of Proceeds. Capitalization," "Dilution," "Selected Financial Data," "Management's Discussion and Analysis of Financial Condition and Results of Operations," "Business," "Management," "Certain Transactions," "Principal and Selling Stockholder," and "Description of Capital Stock," and in Exhibit 11 to the Registration Statement, and have compared such amounts, percentages and financial information with such records of the Company and its consolidated subsidiaries and with information derived from such records and have found them to be in agreement, excluding any questions of legal interpretation. In the event that the letters referred to above set forth any such changes, decreases or increases, it shall be a further condition to the obligations of the Underwriters that (A) such letters shall be accompanied by a written explanation of the Company as to the significance thereof, unless the Representatives deem such explanation unnecessary, and (B) such changes, decreases or increases do not, in the sole judgment of the Representatives, make it impractical or inadvisable to proceed with the purchase and delivery of the Securities as contemplated by the Registration Statement, as amended as of the date hereof. Reference to the Registration Statement and the Prospectus in this paragraph (g) with respect to either letter referred to above shall include any amendment or supplement thereto at the date of such letter.