Common use of Covenants of the Underwriter Clause in Contracts

Covenants of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission under Rule 433(d) a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not be required to be filed by the Company thereunder, but for the action of the Underwriter.

Appears in 60 contracts

Samples: Underwriting Agreement (Keurig Dr Pepper Inc.), Underwriting Agreement (JAB BevCo B.V.), Underwriting Agreement (Alector, Inc.)

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Covenants of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission under Rule 433(d) a free writing prospectus prepared by or on behalf of the such Underwriter that otherwise would not be required to be filed by the Company thereunder, but for the action of the Underwriter.

Appears in 10 contracts

Samples: Underwriting Agreement (Europa Growth Acquisition Co), Underwriting Agreement (Alphatec Holdings, Inc.), Underwriting Agreement (Akebia Therapeutics, Inc.)

Covenants of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission under Rule 433(d) under the Securities Act a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not be required to be filed by the Company thereunder, but for the action of the Underwriter.

Appears in 8 contracts

Samples: Underwriting Agreement (SS&C Technologies Holdings Inc), Underwriting Agreement (SS&C Technologies Holdings Inc), Underwriting Agreement (SS&C Technologies Holdings Inc)

Covenants of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission under Rule 433(d) a free writing prospectus prepared by or on behalf of or used or referenced to by the Underwriter that otherwise would not be required to be filed by the Company thereunder, but for the action of the Underwriter.

Appears in 6 contracts

Samples: Underwriting Agreement (Booz Allen Hamilton Holding Corp), Underwriting Agreement (Booz Allen Hamilton Holding Corp), Underwriting Agreement (Booz Allen Hamilton Holding Corp)

Covenants of the Underwriter. (a) The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission under Rule 433(d) under the Securities Act a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not be required to be filed by the Company thereunder, but for the action of the Underwriter.

Appears in 3 contracts

Samples: Underwriting Agreement (Axis Capital Holdings LTD), Underwriting Agreement (Axis Capital Holdings LTD), Underwriting Agreement (Axis Capital Holdings LTD)

Covenants of the Underwriter. The Underwriter covenants with the Company Partnership not to take any action that would result in the Company Partnership being required to file with the Commission under Rule 433(d) a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not be required to be filed by the Company Partnership thereunder, but for the action of the Underwriter.

Appears in 2 contracts

Samples: Underwriting Agreement (PBF Logistics LP), Underwriting Agreement (PBF Logistics LP)

Covenants of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission under Rule 433(d) a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not be required to be filed by the Company thereunder, but for the action of the UnderwriterUnderwriter and to furnish to the Company a copy of each proposed free writing prospectus to be used by you, and not to use any proposed free writing prospectus to which the Company reasonably objects.

Appears in 2 contracts

Samples: Boston Properties LTD Partnership, Boston Properties Inc

Covenants of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission under Rule 433(d) a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not be required to be filed by the Company thereunder, but for the action of the Underwriter. The Underwriter will, pursuant to reasonable procedures developed in good faith, retain copies of each free writing prospectus used or referred to by it, in accordance with Rule 433 under the Securities Act.

Appears in 2 contracts

Samples: Underwriting Agreement (Autoliv Inc), Underwriting Agreement (Autoliv Inc)

Covenants of the Underwriter. The Underwriter severally covenants with the Company not to take any action that would result in the Company being required to file with the Commission under Rule 433(d) a free writing prospectus or Company information prepared by or on behalf of the Underwriter that otherwise would not be required to be filed by the Company thereunder, but for the action of the Underwriter.

Appears in 2 contracts

Samples: Dresser (Dresser-Rand Group Inc.), Dresser-Rand Group Inc.

Covenants of the Underwriter. The Underwriter covenants You covenant with the Company not to take any action that would result in the Company being required to file with the Commission under Rule 433(d) a free writing prospectus prepared by or on your behalf of the Underwriter that otherwise would not be required to be filed by the Company thereunder, but for the action of the Underwriteryour actions.

Appears in 1 contract

Samples: Underwriting Agreement (Alnylam Pharmaceuticals, Inc.)

Covenants of the Underwriter. The Underwriter covenants with the Company Partnership not to take any action that would result in the Company Partnership’s being required to file with the Commission under Rule 433(d) a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not be required to be filed by the Company Partnership thereunder, but for the action of the Underwriter.

Appears in 1 contract

Samples: Underwriting Agreement (Spectra Energy Partners, LP)

Covenants of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission under Rule 433(d) a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not be required to be filed by the Company thereunder, but for the action of the Underwriter.

Appears in 1 contract

Samples: Underwriting Agreement (MidWestOne Financial Group, Inc.)

Covenants of the Underwriter. The Underwriter severally covenants with the Company not to take any action that would result in the Company being required to file with the Commission under Rule 433(d) a free writing prospectus prepared by or on behalf of the such Underwriter that otherwise would not be required to be filed by the Company thereunder, but for the action of that Underwriter. The Underwriter acknowledges and agrees that, except as set forth in Schedule I hereto, the UnderwriterCompany has not authorized or approved any “issuer information” for use in any free writing prospectus.

Appears in 1 contract

Samples: Us Airways Inc

Covenants of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission under Rule 433(d) a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not be required to be filed by the Company thereunder, but for the action of the Underwriter. The Underwriter also covenants with the Company to comply with the FINRA regulations with respect to the maximum commission or discount to be received by the Underwriter for the sale of the Shares.

Appears in 1 contract

Samples: Underwriting Agreement (Hansen Medical Inc)

Covenants of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission under Rule 433(d) a free writing prospectus prepared by or on behalf of the Underwriter pursuant to Rule 433 (d) under the Securities Act that otherwise would not be required to be filed by the Company thereunder, but for the action of the Underwriter.

Appears in 1 contract

Samples: Underwriting Agreement (Spirit Realty Capital, Inc.)

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Covenants of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission under Rule 433(d) of the Rules and Regulations a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not be required to be filed by the Company thereunder, but for the action of the Underwriter.

Appears in 1 contract

Samples: Underwriting Agreement (Vantage Drilling CO)

Covenants of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission under Rule 433(d) a free writing prospectus prepared by or on behalf of the such Underwriter that otherwise would not be required to be filed by the Company thereunder, but for the action of that Underwriter. The Underwriter acknowledges and agrees that, except as set forth in Schedule II hereto, the UnderwriterCompany has not authorized or approved any “issuer information” for use in any free writing prospectus.

Appears in 1 contract

Samples: Us Airways Inc

Covenants of the Underwriter. The Underwriter severally covenants with the Company not to take any action that would result in the Company being required to file with the Commission under Rule 433(d) a free writing prospectus prepared by or on behalf of the such Underwriter that otherwise would not be required to be filed by the Company thereunder, but for the action of the Underwriter.

Appears in 1 contract

Samples: Underwriting Agreement (Premium Standard Farms, Inc.)

Covenants of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission under Rule 433(d) a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not be required to be filed by the Company thereunder, but for the action of the that Underwriter.

Appears in 1 contract

Samples: Jetblue Airways Corp

Covenants of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission under Rule 433(d) of the Securities Act a free writing prospectus prepared by or on behalf of the of, used by or referred to by such Underwriter that otherwise would not be required to be filed by the Company thereunder, but for the action of the Underwriter.

Appears in 1 contract

Samples: Merger Agreement (Tribune Media Co)

Covenants of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission under Rule 433(d) a free writing prospectus prepared by or on behalf of the or used or referred to by such Underwriter that otherwise would not be required to be filed by the Company thereunder, but for the action of the Underwriter.

Appears in 1 contract

Samples: Underwriting Agreement (Third Point Reinsurance Ltd.)

Covenants of the Underwriter. The Underwriter covenants with the Company and the Selling Shareholders not to take any action that would result in the Company being required to file with the Commission under Rule 433(d) a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not be required to be filed by the Company thereunder, but for the action of the Underwriter.

Appears in 1 contract

Samples: Underwriting Agreement (Encore Capital Group Inc)

Covenants of the Underwriter. The Underwriter covenants with the Company not to take any action that would result in the Company being required to file with the Commission under Rule 433(d) a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not be required to be filed by the Company thereunder, but for the action of the UnderwriterUnderwriter and to furnish to the Company a copy of each proposed free writing prospectus to be used by you, and not to use any proposed free writing prospectus to which the Company reasonably objects.

Appears in 1 contract

Samples: Underwriting Agreement (Boston Properties Inc)

Covenants of the Underwriter. The Underwriter covenants with the Company and the Selling Shareholder not to take any action that would result in the Company being required to file with the Commission under Rule 433(d) a free writing prospectus prepared by or on behalf of the Underwriter that otherwise would not be required to be filed by the Company thereunder, but for the action of the Underwriter.

Appears in 1 contract

Samples: Underwriting Agreement (Encore Capital Group Inc)

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