Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 1405 contracts
Samples: Intra-Cellular Therapies, Inc., Underwriting Agreement (City National Corp), Underwriting Agreement (Cannae Holdings, Inc.)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “"affiliate” " has the meaning set forth in Rule 405 under the Securities Act; (b) the term “"business day” " means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “"subsidiary” " has the meaning set forth in Rule 405 under the Securities Act.
Appears in 98 contracts
Samples: Underwriting Agreement (Aptargroup, Inc.), Underwriting Agreement (TCF Financial Corp), Underwriting Agreement (Anacor Pharmaceuticals Inc)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; and (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 88 contracts
Samples: Underwriting Agreement (Palatin Technologies Inc), Underwriting Agreement (Venaxis, Inc.), Underwriting Agreement (Carlyle Group Inc.)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 60 contracts
Samples: Distribution Agreement (VEREIT Operating Partnership, L.P.), Distribution Agreement (Getty Realty Corp /Md/), Distribution Agreement (Rubius Therapeutics, Inc.)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “written communication” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 46 contracts
Samples: Asset Purchase Agreement (Concordia Healthcare Corp.), Underwriting Agreement (Generac Holdings Inc.), Underwriting Agreement (Generac Holdings Inc.)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; City and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 36 contracts
Samples: Underwriting Agreement (Ubiquiti Networks, Inc.), Underwriting Agreement (Approach Resources Inc), Execution Version (Burlington Stores, Inc.)
Certain Defined Terms. For purposes of this Underwriting Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; City and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 28 contracts
Samples: Underwriting Agreement (Whirlpool Corp /De/), Underwriting Agreement (Whirlpool Corp /De/), Underwriting Agreement (Whirlpool Corp /De/)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; Act and (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 26 contracts
Samples: Underwriting Agreement (Ares Management Corp), Underwriting Agreement (Ares Management Corp), Underwriting Agreement (Nasdaq, Inc.)
Certain Defined Terms. For purposes of this Agreement, Agreement (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York CityCity or London; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 17 contracts
Samples: Underwriting Agreement (British American Tobacco p.l.c.), Underwriting Agreement (British American Tobacco p.l.c.), Underwriting Agreement (British American Tobacco p.l.c.)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than that is not a Saturday or Sunday, and that is not a day on which banks are permitted or required to be closed banking institutions in the City of New York Cityare authorized or obligated by law, regulation or executive order to close; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 16 contracts
Samples: Underwriting Agreement (Fifth Third Bancorp), Underwriting Agreement (Fifth Third Bancorp), Underwriting Agreement (Fifth Third Bancorp)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities 1933 Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities 1933 Act.
Appears in 14 contracts
Samples: Underwriting Agreement (Arbor Realty Trust Inc), Underwriting Agreement (Arbor Realty Trust Inc), Underwriting Agreement (Arbor Realty Trust Inc)
Certain Defined Terms. For purposes of this Agreement, (ai) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (bii) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (ciii) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 14 contracts
Samples: Underwriting Agreement (Baidu, Inc.), Underwriting Agreement (JD.com, Inc.), Underwriting Agreement (Baidu, Inc.)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a Saturday, Sunday or a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 13 contracts
Samples: Underwriting Agreement (Air Lease Corp), Underwriting Agreement (Air Lease Corp), Underwriting Agreement (Air Lease Corp)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 13 contracts
Samples: Underwriting Agreement (Nuvalent, Inc.), Underwriting Agreement (Ignyta, Inc.), Underwriting Agreement (Business First Bancshares, Inc.)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities ActAct and with respect to the Company specifically includes Evolent Health.
Appears in 10 contracts
Samples: Evolent Health, Inc., Evolent Health, Inc., Evolent Health, Inc.
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities ActAct .
Appears in 9 contracts
Samples: Underwriting Agreement (Petroquest Energy Inc), Underwriting Agreement (Guidewire Software, Inc.), Underwriting Agreement (Guidewire Software, Inc.)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.are
Appears in 9 contracts
Samples: Underwriting Agreement (Q2 Holdings, Inc.), Lock Up Agreement (Vantiv, Inc.), Underwriting Agreement (American Equity Investment Life Holding Co)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 8 contracts
Samples: Goodrich Petroleum Corp, M I Homes Inc, M I Homes Inc
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York CityCity or London; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 8 contracts
Samples: Underwriting Agreement (MPT Operating Partnership, L.P.), Underwriting Agreement (MPT Operating Partnership, L.P.), Underwriting Agreement (W. P. Carey Inc.)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business dayBusiness Day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 7 contracts
Samples: Underwriting Agreement (Avalonbay Communities Inc), Underwriting Agreement (Omnivision Technologies Inc), Underwriting Agreement (Avalonbay Communities Inc)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; for the avoidance of doubt, “subsidiary” does not include Equitrans Midstream Corporation or its subsidiaries.
Appears in 6 contracts
Samples: Purchase Agreement (EQT Corp), Underwriting Agreement (EQT Corp), Underwriting Agreement (EQT Corp)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiarySubsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 6 contracts
Samples: Underwriting Agreement (Ventas Inc), Underwriting Agreement (Ventas Inc), Underwriting Agreement (Ventas Inc)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) except where otherwise expressly provided, the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 6 contracts
Samples: Underwriting Agreement (Oasis Petroleum Inc.), Underwriting Agreement (Oasis Petroleum Inc.), Underwriting Agreement (Oasis Petroleum Inc.)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.banks
Appears in 6 contracts
Samples: Indemnification Agreement (JPMCC Commercial Mortgage Securities Trust 2016-Jp3), Underwriting Agreement (Audience Inc), Pooling and Servicing Agreement (JPMDB Commercial Mortgage Securities Trust 2016-C4)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York CityCity or Bermuda; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 5 contracts
Samples: Underwriting Agreement (Third Point Reinsurance Ltd.), Underwriting Agreement (Third Point Reinsurance Ltd.), Underwriting Agreement (Third Point Reinsurance Ltd.)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiarywritten communication” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 5 contracts
Samples: Registration Rights Agreement (Sanchez Energy Corp), Registration Rights Agreement (Sanchez Energy Corp), Purchase Agreement (Sanchez Energy Corp)
Certain Defined Terms. For purposes of this Underwriting Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 5 contracts
Samples: Underwriting Agreement (Rosetta Resources Inc.), Rosetta Resources Inc., Rosetta Resources Inc.
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; Act and (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities ActCity or Bonn, Germany.
Appears in 5 contracts
Samples: T-Mobile US, Inc., T-Mobile US, Inc., T-Mobile US, Inc.
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York CityCity or Toronto; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 4 contracts
Samples: IESI-BFC LTD, IESI-BFC LTD, Gerdau Ameristeel Corp
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 4 contracts
Samples: Distribution Agreement (MPLX Lp), Agreement (Buckeye Partners, L.P.), Distribution Agreement (MPLX Lp)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York CityCity or the Commonwealth of Puerto Rico; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 4 contracts
Samples: Underwriting Agreement (EVERTEC, Inc.), Underwriting Agreement (EVERTEC, Inc.), Underwriting Agreement (EVERTEC, Inc.)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiaryExchange Act” has the meaning set forth in Rule 405 under means the Securities ActExchange Act of 1934, as amended.
Appears in 4 contracts
Samples: Underwriting Agreement (Forest Oil Corp), Registration Rights Agreement (Forest Oil Corp), Boston Properties Inc
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 4 contracts
Samples: Underwriting Agreement (Seattle Genetics Inc /Wa), BioNTech SE, BioNTech SE
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.term
Appears in 4 contracts
Samples: Underwriting Agreement (Ralph Lauren Corp), Penn Virginia Corp, Navistar International Corp
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term terms “subsidiary” has and “significant subsidiary” have the meaning meanings set forth in Rule 405 under the Securities Act.
Appears in 4 contracts
Samples: Underwriting Agreement (Albemarle Corp), Albemarle Corp, Albemarle Corp
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.the
Appears in 4 contracts
Samples: Ellie Mae Inc, Absci Corp, Whitney Holding Corp
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; (d) the term “written communication” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 4 contracts
Samples: Underwriting Agreement (Hewlett Packard Enterprise Co), Underwriting Agreement (Hewlett Packard Enterprise Co), Hewlett Packard Enterprise Co
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act, provided that such term shall not include any portfolio company or other investment held by any fund or other investment vehicle sponsored or managed by the Company or any of its affiliates.
Appears in 3 contracts
Samples: TPG Gp A, LLC, TPG Partners, LLC, TPG Inc.
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act and (d) the term “written communication” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 3 contracts
Samples: Underwriting Agreement (Overseas Shipholding Group Inc), Overseas Shipholding Group Inc, General Maritime Corp / MI
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “"affiliate” " has the meaning set forth in Rule 405 under the Securities Act; (b) the term “"business day” " means any day other than a day on which banks are permitted or required to be closed in New York City; City and (c) the term “"subsidiary” " has the meaning set forth in Rule 405 under the Securities Act.
Appears in 3 contracts
Samples: Frontier Communications Corp, Frontier Communications Corp, Affymetrix Inc
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City, the Cayman Islands or São Paulo; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 3 contracts
Samples: Underwriting Agreement (PagSeguro Digital Ltd.), Underwriting Agreement (PagSeguro Digital Ltd.), Underwriting Agreement (PagSeguro Digital Ltd.)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) , and the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 3 contracts
Samples: Underwriting Agreement (ZS Pharma, Inc.), Underwriting Agreement (ZS Pharma, Inc.), Underwriting Agreement (ZS Pharma, Inc.)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiaryExchange Act” has the meaning set forth in Rule 405 under the Securities Act.means the
Appears in 3 contracts
Samples: Purchase Agreement (Deluxe Corp), Coastal Paper CO, Nasdaq Stock Market Inc
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 3 contracts
Samples: Ternium S.A., National Commercial Bank Jamaica LTD, National Commercial Bank Jamaica LTD
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 3 contracts
Samples: Purchase Agreement (Sunnova Energy International Inc.), Purchase Agreement (Sunnova Energy International Inc.), Sunnova Energy International Inc.
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in London and New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 3 contracts
Samples: Rio Tinto PLC, Rio Tinto Finance (USA) PLC, Rio Tinto Finance Usa LTD
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.Act ; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X.
Appears in 3 contracts
Samples: Underwriting Agreement (Scottish Power Finance (US) Inc), Underwriting Agreement (Scottish Power Finance (US) Inc), Sienna Biopharmaceuticals, Inc.
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) except as otherwise expressly defined, the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 3 contracts
Samples: Kratos Defense & Security Solutions, Inc., Kratos Defense & Security Solutions, Inc., Kratos Defense & Security Solutions, Inc.
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliateAffiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 3 contracts
Samples: Rex Energy Corp, Rex Energy Corp, Rex Energy Corp
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.be
Appears in 3 contracts
Samples: Underwriting Agreement (Generac Holdings Inc.), Underwriting Agreement (Teladoc, Inc.), Restaurant Brands International Inc.
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.to
Appears in 3 contracts
Samples: Underwriting Agreement (Immunogen Inc), Underwriting Agreement (Immunogen Inc), Underwriting Agreement (Harsco Corp)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities 1933 Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiarySubsidiary” has the meaning set forth in Rule 405 under the Securities 1933 Act.
Appears in 2 contracts
Samples: Underwriting Agreement (Ventas Inc), Underwriting Agreement (Ventas Inc)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 2 contracts
Samples: Underwriting Agreement (Reynolds American Inc), Underwriting Agreement (Reynolds American Inc)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act405; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act405.
Appears in 2 contracts
Samples: Walt Disney Co, Walt Disney Co
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “"affiliate” " has the meaning set forth in Rule 405 under the Securities Act; (b) the term “"business day” " means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities "Exchange Act."
Appears in 2 contracts
Samples: Trinity Industries Inc, Trinity Marine Products, Inc.
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York CityCity or São Paulo; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 2 contracts
Samples: Brazilian Underwriting Agreement (Azul Sa), Azul Sa
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 2 contracts
Samples: Terms Agreement (Iron Mountain Inc), Terms Agreement (Iron Mountain Inc)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.which
Appears in 2 contracts
Samples: Purchase Agreement (Palace Entertainment Holdings, Inc.), ArcelorMittal
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; Act and (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; City and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 2 contracts
Samples: OvaScience, Inc., OvaScience, Inc.
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act. For the avoidance of doubt, the term “subsidiary” shall exclude the Joint Ventures.
Appears in 2 contracts
Samples: Underwriting Agreement (Exco Resources Inc), Underwriting Agreement (Exco Resources Inc)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act. In addition, the terms that follow, when used in this Agreement, shall have the meanings indicated.
Appears in 2 contracts
Samples: Kraft Heinz Foods Co, Kraft Heinz Co
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 2 contracts
Samples: Underwriting Agreement (McGraw-Hill Companies Inc), Underwriting Agreement (Bill Barrett Corp)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.New
Appears in 2 contracts
Samples: Underwriting Agreement (ArcelorMittal), Underwriting Agreement (KKR Financial Holdings LLC)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “"affiliate” " has the meaning set forth in Rule 405 under the Securities Act; (b) the term “"business day” " means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act...
Appears in 2 contracts
Samples: Madison Gas & Electric Co, Madison Gas & Electric Co
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City, Amsterdam or London; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 2 contracts
Samples: Cascal B.V., Cascal N.V.
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; , and (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) , the term “subsidiary” has Cayman Islands or the meaning set forth in Rule 405 under the Securities ActPRC.
Appears in 2 contracts
Samples: Underwriting Agreement (Watchdata Technologies Ltd.), Underwriting Agreement (Watchdata Technologies Ltd.)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.on
Appears in 2 contracts
Samples: Rights Agreement (Navistar International Corp), Advance Auto Parts Inc
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.or
Appears in 2 contracts
Samples: Management Agreement (Arbor Realty Trust Inc), Gilead Sciences Inc
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities 1933 Act.
Appears in 2 contracts
Samples: Underwriting Agreement (Agl Resources Inc), Underwriting Agreement (Agl Resources Inc)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in each of the New York CityStock Exchange and the Exchange is open for business; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 2 contracts
Samples: SXC Health Solutions Corp., SXC Health Solutions Corp.
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “"affiliate” " has the meaning set forth in Rule 405 under the Securities Act; (b) the term “"business day” " means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.banks
Appears in 2 contracts
Samples: Credit Suisse Commercial Mortgage Securities Corp., Credit Suisse Commercial Mortgage Securities Corp.
Certain Defined Terms. For purposes of this Agreement, (a) except a)except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the b)the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the c)the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.; and the term “significant subsidiary” has the meaning set forth in Rule 1-02(w) of Regulation S-X.
Appears in 2 contracts
Samples: Underwriting Agreement (Vantiv, Inc.), Underwriting Agreement (Vantiv, Inc.)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in The New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 1 contract
Samples: Xunlei LTD
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.; and the term “significant subsidiary” has the meaning set forth in Rule 1-02(w) of Regulation S-X.
Appears in 1 contract
Samples: Vantiv, Inc.
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.set
Appears in 1 contract
Samples: Schawk Inc
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “"affiliate” " has the meaning set forth in Rule 405 under the Securities Act; (b) the term “"business day” " means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “"subsidiary” has " refers to the meaning set forth entities listed in Rule 405 under the Securities ActSchedule 2 hereto.
Appears in 1 contract
Samples: Bread Financial Holdings, Inc.
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; , and (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 1 contract
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York CityCity and Utrecht, The Netherlands; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 1 contract
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.the
Appears in 1 contract
Samples: Up Agreement (Vantiv, Inc.)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, (a) the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiaryLien” has the meaning set forth in Rule 405 under the Securities Act.means, with respect to any asset, any mortgage, lien,
Appears in 1 contract
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities ActSection 3(g).
Appears in 1 contract
Samples: Distribution Agreement (Unit Corp)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; and (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 1 contract
Samples: Modine Manufacturing Co
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (ba) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (ca) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (TriState Capital Holdings, Inc.)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “Effectiveness Date” shall mean the date that the Registration Statement is declared effective by the Commission.
Appears in 1 contract
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “"affiliate” " has the meaning set forth in Rule 405 under the Securities Act; (b) the term “"business day” " means any day other than a day on which banks are permitted or required to be closed in New York CityCity or the New York Stock Exchange is permitted or required to be closed for trading; and (c) the term “"subsidiary” " has the meaning set forth in Rule 405 under the Securities Act.
Appears in 1 contract
Samples: Encore Acquisition Co
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “"affiliate” " has the meaning set forth in Rule 405 under the Securities Act; and (b) the term “"business day” " means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities ActCity or Chicago, Illinois.
Appears in 1 contract
Samples: Pactiv Corp
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 1 contract
Samples: Underwriting Agreement (Harsco Corp)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “"affiliate” " has the meaning set forth in Rule 405 under the Securities Act; (b) the term “"business day” " means any day other than a day on which banks are permitted or required to be closed in New York CityHong Kong; and (c) the term “"subsidiary” " has the meaning set forth in Rule 405 under the Securities Act.
Appears in 1 contract
Samples: Xinhua Finance Media LTD
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York CityHong Kong; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 1 contract
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” means any wholly-owned subsidiary of the Company; and (d) the term “significant subsidiary” has the meaning set forth in Rule 405 1-02 of Regulation S-X under the Securities Exchange Act.
Appears in 1 contract
Samples: Alnylam Pharmaceuticals, Inc.
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.the
Appears in 1 contract
Samples: Fleetcor Technologies Inc
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) Act and the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities ActYork, New York.
Appears in 1 contract
Samples: Columbia Equity Trust, Inc.
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise other-wise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 1 contract
Samples: Underwriting Agreement (Fender Musical Instruments Corp)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “"affiliate” " has the meaning set forth in Rule 405 under the Securities Act; (b) the term “"business day” " means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 1 contract
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York CityCity or Santiago, Chile; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 1 contract
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 1 contract
Samples: Phillips 66 Partners Lp
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York CityCity or the State of Nebraska; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 1 contract
Samples: Nelnet Inc
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 501 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; City and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.
Appears in 1 contract
Samples: Weight Watchers (Weight Watchers International Inc)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act.City and
Appears in 1 contract
Samples: Placement Agency Agreement (Presto Automation Inc.)
Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) “Exchange Act” means the Securities Exchange Act of 1934, as amended.
Appears in 1 contract
Samples: Team Inc