Common use of of the Securities Act Clause in Contracts

of the Securities Act. The Issuer agrees that, if it shall issue commercial paper after the date hereof in reliance upon such exemption (a) the proceeds from the sale of the Notes will be segregated from the proceeds of the sale of any such commercial paper by being placed in a separate account; (b) the Issuer will institute appropriate corporate procedures to ensure that the offers and sales of notes issued by the Issuer pursuant to the Section 3(a)(3) exemption are not integrated with offerings and sales of Notes hereunder; and (c) the Issuer will comply with each of the requirements of Section 3(a)(3) of the Securities Act in selling commercial paper or other short-term debt securities other than the Notes in the United States.

Appears in 63 contracts

Samples: Paper Dealer Agreement, Commercial Paper Dealer Agreement, Letter Agreement

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of the Securities Act. The Issuer agrees that, that if it shall issue commercial paper after the date hereof in reliance upon such exemption (a) the proceeds from the sale of the Notes will be segregated from the proceeds of the sale of any such commercial paper by being placed in a separate account; (b) the Issuer will institute appropriate corporate procedures to ensure that the offers and sales of notes issued by the Issuer pursuant to the Section 3(a)(3) exemption are not integrated with offerings and sales of Notes hereunder; and (c) the Issuer will comply with each of the requirements of Section 3(a)(3) of the Securities Act in selling commercial paper or other short-term debt securities other than the Notes in the United States.

Appears in 6 contracts

Samples: Paper Dealer Agreement (ONEOK Partners LP), Paper Dealer Agreement (ONEOK Partners LP), Paper Dealer Agreement (Oneok Inc /New/)

of the Securities Act. The Issuer agrees that, if it shall issue commercial paper after the date hereof in reliance upon such exemption exemption, (a) the proceeds from the sale of the Notes will be segregated from the proceeds of the sale of any such commercial paper by being placed in a separate account; (b) the Issuer will institute appropriate corporate procedures to ensure that the offers and sales of notes issued by the Issuer pursuant to the Section 3(a)(3) exemption are not integrated with offerings and sales of Notes hereunder; and (c) the Issuer will comply with each of the requirements of Section 3(a)(3) of the Securities Act in selling commercial paper or other short-term debt securities other than the Notes in the United States.

Appears in 5 contracts

Samples: Paper Dealer Agreement (Moodys Corp /De/), Paper Dealer Agreement (Emc Corp), Paper Dealer Agreement (Diamond Offshore Drilling Inc)

of the Securities Act. The In the event the issuer launches a 3(a)(3) commercial paper program, the Issuer agrees that, if it shall issue commercial paper after the date hereof in reliance upon such exemption that (a) the proceeds from the sale of the Notes will be segregated from the proceeds of the sale of any such commercial paper by being placed in a separate account; (b) the Issuer will institute appropriate corporate procedures to ensure that the offers and sales of notes issued by the Issuer pursuant to the Section 3(a)(3) exemption are not integrated with offerings and sales of Notes hereunder; and (c) the Issuer will comply with each of the requirements of Section 3(a)(3) of the Securities Act in selling commercial paper or other short-term debt securities other than the Notes in the United States.

Appears in 4 contracts

Samples: Commercial Paper Dealer Agreement (Telecomunicaciones De Puerto Rico Inc), Commercial Paper Dealer Agreement (Telecomunicaciones De Puerto Rico Inc), Dealer Agreement (Telecomunicaciones De Puerto Rico Inc)

of the Securities Act. The Issuer agrees that, if it shall issue commercial paper after the date hereof in reliance upon such exemption (a) the proceeds from the sale of the Notes will be segregated from the proceeds of the sale of any such commercial paper by being placed in a separate account; (b) the Issuer will institute appropriate corporate procedures to ensure that the offers and sales of notes issued by the Issuer pursuant to the Section 3(a)(3) exemption are not integrated with offerings and sales of Notes hereunder; and (c) the Issuer will comply with each of the requirements of Section 3(a)(3) of the Securities Act in selling commercial paper or other short-term debt securities other than the Notes in the United States. The Dealer agrees with the Issuer not to offer or sell any Notes in a manner that might call into question the availability of the private offering exemption contained in Section 4(2) of the Securities Act and Rule 144A thereunder.

Appears in 3 contracts

Samples: Paper Dealer Agreement (Wrigley Wm Jr Co), Paper Dealer Agreement (Wrigley Wm Jr Co), Paper Dealer Agreement (Wrigley Wm Jr Co)

of the Securities Act. The In the event that the Issuer agrees that, if it shall determines to issue commercial paper after in the date hereof United States market in reliance upon on such exemption exemption, the Issuer agrees that (a) the proceeds from the sale of the Notes will be segregated from the proceeds of the sale of any such commercial paper by being placed in a separate account; (b) the Issuer will institute appropriate corporate procedures to ensure that the offers and sales of notes issued by the Issuer pursuant to the Section 3(a)(3) exemption are not integrated with offerings and sales of Notes hereunder; and (c) the Issuer will comply with each of the requirements of Section 3(a)(3) of the Securities Act in selling commercial paper or other short-term debt securities other than the Notes in the United States.

Appears in 3 contracts

Samples: Commercial Paper Dealer Agreement (National Service Industries Inc), Commercial Paper Dealer Agreement (National Service Industries Inc), Commercial Paper Dealer Agreement (National Service Industries Inc)

of the Securities Act. The Issuer agrees that, if it the Issuer shall issue commercial paper after the date hereof in reliance upon such exemption exemption, (a) the proceeds from the sale of the Notes will be segregated from the proceeds of the sale of any such commercial paper by being placed in a separate account; (b) the Issuer will institute appropriate corporate procedures to ensure that the offers and sales of notes issued by the Issuer pursuant to the Section 3(a)(3) exemption are not integrated with offerings and sales of Notes hereunder; and (c) the Issuer will comply with each of the requirements of Section 3(a)(3) of the Securities Act in selling commercial paper or other short-term debt securities other than the Notes in the United States.

Appears in 2 contracts

Samples: Commercial Paper Dealer Agreement (Oracle Corp), Paper Dealer Agreement (Oracle Corp /De/)

of the Securities Act. The Issuer agrees that, if it shall issue commercial paper after the date hereof in reliance upon such exemption exemption] (a) the proceeds from the sale of the Notes will be segregated from the proceeds of the sale of any such commercial paper by being placed in a separate account; (b) the Issuer will institute appropriate corporate procedures to ensure that the offers and sales of notes issued by the Issuer pursuant to the Section 3(a)(3) exemption are not integrated with offerings and sales of Notes hereunder; and (c) the Issuer will comply with each of the requirements of Section 3(a)(3) of the Securities Act in selling commercial paper or other short-term debt securities other than the Notes in the United States.

Appears in 2 contracts

Samples: Commercial Paper Dealer Agreement (Sysco Corp), Commercial Paper Dealer Agreement (Sysco Corp)

of the Securities Act. The Issuer agrees that, if it shall issue commercial paper after the date hereof in reliance upon such exemption (ai) the proceeds from the sale of the Notes will be segregated from the proceeds of the sale of any such commercial paper by being placed in a separate account; (bii) the Issuer will institute appropriate corporate procedures to ensure that the offers and sales of notes issued by the Issuer pursuant to the Section 3(a)(3) exemption are not integrated with offerings and sales of Notes hereunder; and (ciii) the Issuer will comply with each of the requirements of Section 3(a)(3) of the Securities Act in selling commercial paper or other short-term debt securities other than the Notes in the United States.

Appears in 2 contracts

Samples: Commercial Paper Dealer Agreement, Paper Dealer Agreement (Nasdaq, Inc.)

of the Securities Act. The In the event the Issuer agrees that, if it shall determines to issue commercial paper after in the date hereof United States market in reliance upon on such exemption exemption, the Issuer agrees that (a) the proceeds from the sale of the Notes will be segregated from the proceeds of the sale of any such commercial paper by being placed in a separate account; (b) the Issuer will institute appropriate corporate procedures to ensure that the offers and sales of notes issued by the Issuer pursuant to the Section 3(a)(3) exemption are not integrated with offerings and sales of Notes hereunder; and (c) the Issuer will comply with each of the requirements of Section 3(a)(3) of the Securities Act in selling commercial paper or other short-term debt securities other than the Notes in the United States.

Appears in 2 contracts

Samples: Commercial Paper Dealer Agreement (Global Marine Inc), Commercial Paper Dealer Agreement (Global Marine Inc)

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of the Securities Act. The Issuer agrees that, if it shall issue commercial paper after the date hereof in reliance upon such exemption exemption: (a) the proceeds from the sale of the Notes will be segregated from the proceeds of the sale of any such commercial paper by being placed in a separate account; (b) the Issuer will institute appropriate corporate procedures to ensure that the offers and sales of notes issued by the Issuer pursuant to the Section 3(a)(3) exemption are not integrated with offerings and sales of Notes hereunder; and (c) the Issuer will comply with each of the requirements of Section 3(a)(3) of the Securities Act in selling commercial paper or other short-term debt securities other than the Notes in the United States.

Appears in 2 contracts

Samples: Commercial Paper Dealer Agreement (Humana Inc), Commercial Paper Dealer Agreement (Santander Holdings USA, Inc.)

of the Securities Act. The Issuer agrees thatthat , if it shall issue commercial paper after the date hereof in reliance upon such exemption (a) the proceeds from the sale of the Notes will be segregated from the proceeds of the sale of any such commercial paper by being placed in a separate account; (b) the Issuer will institute appropriate corporate procedures to ensure that the offers and sales of notes issued by the Issuer Issuer, as the case may be, pursuant to the Section 3(a)(3) exemption are not integrated with offerings and sales of Notes hereunder; and (c) the Issuer will comply with each of the requirements of Section 3(a)(3) of the Securities Act in selling commercial paper or other short-term debt securities other than the Notes in the United States.

Appears in 2 contracts

Samples: www.sec.gov, Commercial Paper Dealer Agreement (Leggett & Platt Inc)

of the Securities Act. The Issuer agrees that, if it shall issue commercial paper after the date hereof in reliance upon such exemption (a) the proceeds from the sale of the Notes will be segregated from the proceeds of the sale of any such commercial paper by being placed in a separate account; (b) the Issuer will institute appropriate corporate procedures to ensure that the offers and sales of notes issued by the Issuer pursuant to the Section 3(a)(3) exemption are not integrated with offerings and sales of Notes hereunder; and (c) the Issuer will comply with each of the requirements of Section 3(a)(3) of the Securities Act in selling such commercial paper or other short-term debt securities other than the Notes in the United States.

Appears in 2 contracts

Samples: Commercial Paper Dealer Agreement (SOUTH JERSEY GAS Co), Commercial Paper Dealer Agreement (South Jersey Gas Co/New)

of the Securities Act. The Issuer agrees that, if it shall issue commercial paper after the date hereof in reliance upon such exemption (a) the proceeds from the sale of the Notes will be segregated from the proceeds of the sale of any such commercial paper by being placed in a separate account; (b) the Issuer will institute appropriate corporate procedures to ensure that the offers and sales of notes issued by the Issuer Issuer, as the case may be, pursuant to the Section 3(a)(3) exemption are not integrated with offerings and sales of Notes hereunder; and (c) the Issuer will comply with each of the requirements of Section 3(a)(3) of the Securities Act in selling commercial paper or other short-term debt securities other than the Notes in the United States.

Appears in 1 contract

Samples: Paper Dealer Agreement (Norfolk Southern Corp)

of the Securities Act. The Issuer agrees that, if it shall issue commercial paper after the date hereof in reliance upon such exemption exemption(3) (a) the proceeds from the sale of the Notes will be segregated from the proceeds of the sale of any such commercial paper by being placed in a separate account; (b) the Issuer will institute appropriate corporate procedures to ensure that the offers and sales of notes issued by the Issuer pursuant to the Section 3(a)(3) exemption are not integrated with offerings and sales of Notes hereunder; and (c) the Issuer will comply with each of the requirements of Section 3(a)(3) of the Securities Act in selling commercial paper or other short-term debt securities other than the Notes in the United States.

Appears in 1 contract

Samples: Paper Dealer Agreement (Sysco Corp)

of the Securities Act. The Issuer agrees that, that if it shall issue commercial paper after the date hereof in reliance upon such exemption (ai) the proceeds from the sale of the Notes will be segregated from the proceeds of the sale of any such commercial paper by being placed in a separate account; (bii) the Issuer it will institute appropriate corporate procedures to ensure that the offers and sales of any notes issued by the Issuer it pursuant to the Section 3(a)(3) exemption are not integrated with offerings and sales of Notes hereunder; and (ciii) the Issuer it will comply with each of the requirements of Section 3(a)(3) of the Securities Act in selling commercial paper or other short-term debt securities other than the Notes in the United States.

Appears in 1 contract

Samples: Commercial Paper Dealer Agreement (Adobe Inc.)

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