Fidelity Capital Markets Sample Clauses

Fidelity Capital Markets a division of National Financial Services Corporation....................................... ................................................. 4,200,000 EXHIBIT 1-A LOCK-UP LETTER AGREEMENT Principal Shareholders, Officers and Directors Xxxxxx Brothers Inc. Cibc World Markets Corp U.s. Bancorp Xxxxx Xxxxxxx Inc. Fidelity Capital Markets, a division of National Financial Services Corporation As Representatives of the several underwriters c/x Xxxxxx Brothers Inc. Three World Financial Center Xxx Xxxx, XX 00000 Dear Sirs: The undersigned understands that you and certain other firms propose to enter into an Underwriting Agreement (the "Underwriting Agreement") providing for the purchase by you and such other firms (the "Underwriters") of ordinary shares (the "Shares"), par value NIS 0.01 per share (the "Ordinary Shares"), of Mind C.T.I. Ltd. (the "Company") and that the Underwriters propose to reoffer the Shares to the public (the "Offering"). In consideration of the execution of the Underwriting Agreement by the Underwriters, and for other good and valuable consideration, the undersigned hereby irrevocably agrees that, without the prior written consent of Xxxxxx Brothers Inc., the undersigned will not, directly or indirectly, (1) offer for sale, sell, pledge, or otherwise dispose of (or enter into any transaction or device that is designed to, or could be expected to, result in the disposition by any person at any time in the future of) any Ordinary Shares (including, without limitation, Ordinary Shares that may be deemed to be beneficially owned by the undersigned in accordance with the rules and regulations of the Securities and Exchange Commission and Ordinary Shares that may be issued upon exercise of any option or warrant) or securities convertible into or exchangeable for Ordinary Shares (other than the Shares) owned by the undersigned on the date of execution of this Lock-Up Letter Agreement or on the date of the completion of the Offering, or (2) enter into any swap or other derivatives transaction that transfers to another, in whole or in part, any of the economic benefits or risks of ownership of such Ordinary Shares, whether any such transaction described in clause (1) or (2) above is to be settled by delivery of Ordinary Shares or other securities, in cash or otherwise, for a period of 180 days after the date of the final Prospectus relating to the Offering; provided that the undersigned may transfer any ordinary shares to affiliates or relatives ...
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Fidelity Capital Markets a division of National Financial Services Corporation ......... -------------- Total 7,000,000
Sample 1See All (4)
Fidelity Capital Markets a division of National Financial Services Corporation............................................................... --------------- Total 8,200,000 =============== SCHEDULE 2 Directors, Executive Officers and Shareholders To Deliver Lock-Up Letters DIRECTORS Xxxxxxx Vivo-Chaneton Xxxxxxx Xxxxxxx-Xxxxxx Xxxxxxxxx Xxxxxxxx Xxxxxxx Xxxxxxxxx EXECUTIVE OFFICERS Xxxxxx Xxxxxxxxx Xxxxxxx Xxxxxxx Xxxxxxx Xxxxxxx xx Xxxxxxxx Xxxxxxx Xxxxx IAMP (El Sitio) Investments, Ltd. Xxxxxxxxx Limited Tower Plus International XXX.xxx Inc. IMPSAT Corporation Bear, Xxxxxxx & Co., Inc. Intel Atlantic, Inc. Utilivest II, L.P. Utilivest III, L.P. EXHIBIT A FORM OF LOCK-UP LETTER November ___, 1999 CREDIT SUISSE FIRST BOSTON CORPORATION XXXXXX BROTHERS INC. XXXXXXX XXXXX XXXXXX INC. XXXXXXX LYNCH, PIERCE, XXXXXX & XXXXX INCORPORATED WIT CAPITAL CORPORATION FIDELITY CAPITAL MARKETS a division of National Financial Services Corporation As Representatives of the several Underwriters named in Schedule 1 to the Underwriting Agreement Ladies and Gentlemen: In consideration of the participation of the several Underwriters, for which Credit Suisse First Boston Corporation, Xxxxxx Brothers Inc., Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, Xxxxxxx Xxxxx Barney Inc., Wit Capital Corporation and Fidelity Capital Markets, a division of National Financial Services Corporation (the "Representatives") will to act as Representatives, in the underwriting of the proposed initial public offering (the "Offering") of common shares ("Common Shares") of El Sitio, Inc., a British Virgin Islands company (the "Company"), as contemplated by a Registration Statement on Form F-1 filed with the Securities and Exchange Commission (Registration No. 333-______) and for other good and valuable consideration (the receipt of which is hereby acknowledged) the undersigned hereby agrees that the undersigned will not, for a period of 180 days commencing on the date of the final Prospectus included as part of the Registration Statement, directly or indirectly, (a) offer for sale, sell or contract to sell, pledge or otherwise dispose of (or enter into any transaction or device which is designed to, or could be expected to, result in the disposition or purchase by any person at any time in the future of) any Common Shares or other equity securities of the Company or any securities convertible into or exchangeable for any Common Shares or other equity securities, or sell or grant options, rights or warrants with resp...
Sample 1
Fidelity Capital Markets. Total......................................................... 8,500,000 =========
Sample 1
Fidelity Capital Markets a division of National Financial Services Corporation............................................ Total............................................................ ========= SCHEDULE 2 Name and address of Maximum Number of Shares --------------------- ------------------------ Selling Shareholder of Option Stock --------------------- ------------------------ ABS Capital Partners II, L.P. Advent VII, L.P. Advent Atlantic and Pacific III, L.P.
Sample 1

Related to Fidelity Capital Markets

  • Investment Management If and to the extent requested by the Advisor, the Sub-Advisor shall, subject to the supervision of the Advisor, manage all or a portion of the investments of the Portfolio in accordance with the investment objective, policies and limitations provided in the Portfolio's Prospectus or other governing instruments, as amended from time to time, the Investment Company Act of 1940 (the "1940 Act") and rules thereunder, as amended from time to time, and such other limitations as the Trust or Advisor may impose with respect to the Portfolio by notice to the Sub-Advisor. With respect to the portion of the investments of the Portfolio under its management, the Sub-Advisor is authorized to make investment decisions on behalf of the Portfolio with regard to any stock, bond, other security or investment instrument, and to place orders for the purchase and sale of such securities through such broker-dealers as the Sub-Advisor may select. The Sub-Advisor may also be authorized, but only to the extent such duties are delegated in writing by the Advisor, to provide additional investment management services to the Portfolio, including but not limited to services such as managing foreign currency investments, purchasing and selling or writing futures and options contracts, borrowing money or lending securities on behalf of the Portfolio. All investment management and any other activities of the Sub-Advisor shall at all times be subject to the control and direction of the Advisor and the Trust's Board of Trustees.

  • Financial Services The aim of cooperation shall be to achieve closer common rules and standards in areas including the following:

  • Investment Banking Services Except as described in the Registration Statement, the Statutory Prospectus and the Prospectus, during the period beginning 180 days prior to the initial confidential submission of the Registration Statement and ending on the Effective Date, no Member and/or any person associated or affiliated with a Member has provided any investment banking, financial advisory and/or consulting services to the Company.

  • Liquidity and Capital Resources The Registration Statement, the Time of Sale Prospectus and the Prospectus fairly and accurately describe all material trends, demands, commitments, events, uncertainties and the potential effects thereof known to the Company, and that the Company believes would materially affect its liquidity and are reasonably likely to occur.

  • Investment Managers Third party investment managers that manage and direct the investment activities of Investment Funds or are retained to manage and invest a designated portion of the assets of the Master Fund.

  • Portfolio Securities Portfolio securities of the Issuer may be bought or sold by or through Distributors, and Distributors may participate directly or indirectly in brokerage commissions or "spreads" for transactions in portfolio securities of the Issuer.

  • Asset Management Supplier will: i) maintain an asset inventory of all media and equipment where Accenture Data is stored. Access to such media and equipment will be restricted to authorized Personnel; ii) classify Accenture Data so that it is properly identified and access to it is appropriately restricted; iii) maintain an acceptable use policy with restrictions on printing Accenture Data and procedures for appropriately disposing of printed materials that contain Accenture Data when such data is no longer needed under the Agreement; iv) maintain an appropriate approval process whereby Supplier’s approval is required prior to its Personnel storing Accenture Data on portable devices, remotely accessing Accenture Data, or processing such data outside of Supplier facilities. If remote access is approved, Personnel will use multi-factor authentication, which may include the use of smart cards with certificates, One Time Password (OTP) tokens, and biometrics.

  • Financial Market Service Bloomberg Financial Service and any other financial information provider designated by the Depositor by written notice to the Trustee.

  • Investment Management Fee For services provided under subparagraph (b) of paragraph 1 of this Agreement, the Advisor agrees to pay the Sub-Advisor a monthly Investment Management Fee. The Investment Management Fee shall be equal to: (i) 50% of the monthly management fee rate (including performance adjustments, if any) that the Portfolio is obligated to pay the Advisor under its Management Contract with the Advisor, multiplied by: (ii) the fraction equal to the net assets of the Portfolio as to which the Sub-Advisor shall have provided investment management services divided by the net assets of the Portfolio for that month. If in any fiscal year the aggregate expenses of the Portfolio exceed any applicable expense limitation imposed by any state or federal securities laws or regulations, and the Advisor waives all or a portion of its management fee or reimburses the Portfolio for expenses to the extent required to satisfy such limitation, the Investment Management Fee paid to the Sub-Advisor will be reduced by 50% of the amount of such waivers or reimbursements multiplied by the fraction determined in (ii). If the Sub-Advisor reduces its fees to reflect such waivers or reimbursements and the Advisor subsequently recovers all or any portion of such waivers and reimbursements, then the Sub-Advisor shall be entitled to receive from the Advisor a proportionate share of the amount recovered. To the extent that waivers and reimbursements by the Advisor required by such limitations are in excess of the Advisor's management fee, the Investment Management Fee paid to the Sub-Advisor will be reduced to zero for that month, but in no event shall the Sub-Advisor be required to reimburse the Advisor for all or a portion of such excess reimbursements.

  • Financial Management (a) The Recipient shall ensure that a financial management system is maintained in accordance with the provisions of Section 2.09 of the Standard Conditions.

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