Offer of Securities. Neither the Company nor anyone acting on its behalf has taken or will take any action that would subject the offer, issuance or sale of the Securities to the registration requirements of the Securities Act.
Offer of Securities. The offer by the Company of the Securities is exempt from registration under the 1933 Act.
Offer of Securities. Whenever any Stockholder is required to offer Securities for sale to other Stockholders pursuant to Section 4 hereof, the following procedures shall apply:
Offer of Securities. Subject to the accuracy of Buyer's representations and warranties hereunder, the offer by the Company and ShellCo of the Securities is exempt from registration under the 1933 Act.
Offer of Securities. In order to participate as a member of a Group, you will be expected to sign and agree to be bound by the terms of this Master Agreement. Upon our release of the Securities to you, you may offer the Securities at the public offering prices, subject to the terms and conditions of the Master Agreement and of the Initial Wire and any Pricing Wires.
Offer of Securities. (a) Subject to the terms and conditions herein set forth, the Company agrees to issue and sell and the Selling Shareholder agrees to sell, in each case, severally and not jointly, to the Underwriter through the subasta de libro de órdenes, and the Underwriter agrees to purchase from the Company and the Selling Shareholder, at a purchase price equal to US$19.3320 per ADS, each representing 1,500 shares of Common Stock, the number of Securities set forth opposite the name of the Underwriter in in Schedule III hereto. The Underwriter proposes to offer the Securities for sale upon the terms and conditions set forth in the Prospectus.
Offer of Securities. The Company has been advised by you that you 2 propose to make an offering of the Securities on the terms and subject to the conditions and in the manner set forth in the Prospectus.
Offer of Securities. Investment Bankers. Neither the Company nor any of its Subsidiaries nor any Person acting on their behalf (a) has directly or indirectly offered the Securities or any part thereof or any similar securities for issue or sale to, or solicited any offer to buy any of the same from, anyone other than the Purchasers, (b) has taken or will take any action which would bring the issuance and sale of the Securities within the provisions of Section 5 of the Securities Act or the registration or qualification provisions of any applicable blue sky or other securities laws, (c) has dealt with any broker, finder, commission agent or other similar Person in connection with the sale of the Securities, or (d) is under any obligation to pay any broker's fee, finder's fee or commission in connection with such sale. There are no closing fees or similar amounts payable to Xxxxxx X. Xxxxxxx, Xx. or any of his Affiliates in connection with the transactions contemplated hereby.
Offer of Securities. The sale of the Notes in accordance with ------------------- the terms of this Agreement (a) is exempt from the registration requirements of the Securities Act and applicable state securities or blue sky laws and (b) does not require the qualification of an indenture under the Indenture Act. Neither the Company nor any financial advisor of the Company has directly or indirectly offered the securities to be purchased by you pursuant to this Agreement or any part thereof or any similar securities for sale to, or solicited any offer to buy any of the same from, or otherwise approached or negotiated in respect thereof with any Person other than you. Neither the Company nor anyone acting on its behalf has taken or will take any action which would subject the issuance and sale of the Notes to the registration and prospectus delivery provisions of the Securities Act.
Offer of Securities. Assuming the accuracy of Seller’s representations and warranties set forth in Section 3.06, the offer, sale and issuance by Buyer of the Equity Consideration to Seller is exempt from registration under the Securities Act. The offer, sale and issuance by Buyer of the Equity Consideration do not contravene the rules and regulations of the Trading Market. ARTICLE VI
