Offers and Sales of Shares Sample Clauses

Offers and Sales of Shares. Dealer agrees to offer and sell Shares only at the public offering price currently in effect, in accordance with the terms of the then-current prospectus(es), including any supplements or amendments thereto, of each Fund (“Prospectus”). The Dealer agrees to act only as agent on behalf of its customers (“Customers”) in such transactions and shall not have authority to act as agent for the Funds, for Quasar, or for any other dealer in any respect. All purchase orders are subject to acceptance by Quasar and the relevant Fund and become effective only upon confirmation by Quasar or an agent of the Fund. In its sole discretion, either the Fund or Quasar may reject any purchase order and may, provided notice is given to Dealer, suspend sales or withdraw the offering of Shares entirely.
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Offers and Sales of Shares. The Broker-Dealer shall offer and sell Shares only at the public offering price currently in effect, and only in accordance with the terms of the then-current prospectus(es), including any supplements or amendments thereto, of each Fund ("Prospectus"). The Broker-Dealer agrees to act only as agent on behalf of its customers in such transactions and, except as provided herein, shall not have authority to act as agent for the Funds, for RCM, or for any other dealer in any respect. Broker-Dealer agrees to purchase Shares for investors, when and if directed by such investors, at the applicable public offering price. Unless otherwise mutually agreed in writing, each transaction shall be confirmed in writing. Broker-Dealer shall make appropriate disclosure to its customers that each Fund's shares are not endorsed by the Broker-Dealer, do not constitute the Broker-Dealer's obligation and are not entitled to federal deposit insurance. All purchase orders are subject to acceptance by RCM and the Fund and become effective only upon confirmation by RCM or an agent of the Fund. In its sole discretion, either the Fund or RCM may reject any purchase order and may, provided notice is given to the Broker-Dealer, suspend sales or withdraw the offering of Shares entirely.
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Offers and Sales of Shares. The Dealer is to offer and sell Shares only at the public offering price currently in effect, in accordance with the terms of the then-current prospectus(es), including any supplements or amendments thereto, of each Fund ("Prospectus"). The Dealer agrees to act only as principal in such transactions and shall not have authority to act as agent for the Funds, for RCM, or for any other dealer in any respect. Dealer agrees to purchase Shares of the Funds only in transactions contemplating the simultaneous resale of such Shares to investors and in no event shall Dealer place orders for Shares unless it has already received customers orders to purchase Shares at the applicable public offering price. Unless otherwise mutually agreed in writing, each transaction shall be confirmed in writing. All purchase orders are subject to acceptance by RCM and the Fund and become effective only upon confirmation by RCM. In its sole discretion, either the Fund or RCM may reject any purchase order and may, without notice, suspend sales or withdraw the offering of Shares entirely.
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Offers and Sales of Shares. The Broker-Dealer is to offer and sell Shares only at the public offering price in effect, in accordance with the terms of the then-current prospectus(es), including any supplements or amendments thereto, of each Fund ("Prospectus"). Redemptions and exchanges of shares will be made at the net asset value of such shares, less any applicable deferred sales charge and redemption fees as provided in each Fund's Prospectus. The Broker-Dealer agrees to act only as agent on behalf of its customers in such transactions and shall not have authority to act as agent for the Funds, for RCM, or for any other dealer in any respect. Broker-Dealer agrees to purchase Shares for investors at the applicable public offering price. Unless otherwise mutually agreed in writing, each transaction shall be confirmed in writing. All purchase orders are subject to acceptance by RCM and the Fund and become effective only upon confirmation by RCM. In its sole discretion, either the Fund or RCM may reject any purchase order and may, provided notice is given to the Broker-Dealer, suspend sales or withdraw the offering of Shares entirely. The Broker-Dealer agrees that neither the Funds nor RCM has any responsibility for determining whether the shares are suitable for the Broker-Dealer's customers. The Broker-Dealer agrees to offer and sell a Fund's shares in compliance with the Fund's Prospectus and agrees to have systems, procedures and/or policies in place that are reasonably designed to ensure the Broker-Dealer's compliance with the terms of this Agreement, the Prospectus and all relevant rules and regulations regarding the handling of mutual fund share orders on a timely basis.
Sample 1
Offers and Sales of Shares. Dealer agrees to offer and sell Shares only at the public offering price currently in effect, in accordance with the terms of the then-current prospectus(es), including any supplements or amendments thereto, of each Fund ("Prospectus"). The Dealer agrees to act only as agent on behalf of its customers (“Customers”) in such transactions and shall not have authority to act as agent for the Fund, for Vigilant, or for any other Dealer in any respect. All purchase orders are subject to acceptance by Xxxxxxxx and the relevant Fund and become effective only upon confirmation by Vigilant or an agent of the Fund. In its sole discretion, either the Fund or Vigilant may reject any purchase order and may, provided notice is given to Dealer, suspend sales or withdraw the offering of Shares entirely.
Sample 1
Offers and Sales of Shares. The Broker-Dealer is to offer and sell Shares only at the public offering price in effect, in accordance with the terms of the then-current prospectus(es), including any supplements or amendments thereto, of each Fund (“Prospectus”). The Broker-Dealer agrees to act only as agent on behalf of its customers in such transactions and shall not have authority to act as agent for the Funds, for RCM, or for any other dealer in any respect. Broker-Dealer agrees to purchase Shares for investors at the applicable public offering price. Unless otherwise mutually agreed in writing, each transaction shall be confirmed in writing. All purchase orders are subject to acceptance by RCM and the Fund and become effective only upon confirmation by RCM. In its sole discretion, either the Fund or RCM may reject any purchase order and may, provided notice is given to the Broker-Dealer, suspend sales or withdraw the offering of Shares entirely.
Sample 1
Offers and Sales of Shares. Company agrees to offer and sell Shares only at the public offering price currently in effect, in accordance with the terms of the then-current prospectus(es), including any supplements or amendments thereto, of each Fund (“Prospectus”). Company agrees to act only as agent on behalf of its customers (“Customers”) in such transactions and shall not have authority to act as agent for the Funds, for Distributor, or for any other dealer in any respect. All purchase orders are subject to acceptance by Distributor and the relevant Fund and become effective only upon confirmation by Distributor or an agent of the Fund. In its sole discretion, either the Fund or Distributor may reject any purchase order and may, provided notice is given to Company, suspend sales or withdraw the offering of Shares entirely.
Sample 1
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Offers and Sales of Shares 
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Related to Offers and Sales of Shares

  • Sales of Shares The Dealer Manager shall, and each Soliciting Dealer shall agree to, solicit purchases of the Shares only in the jurisdictions in which the Dealer Manager and such Soliciting Dealer are legally qualified to so act and in which the Dealer Manager and each Soliciting Dealer have been advised by the Company in writing that such solicitations can be made.

  • Basis of Purchases and Sales of Shares Xxxxxx will use its best efforts to place shares sold by it on an investment basis. Xxxxxx does not agree to sell any specific number of shares. Shares will be sold by Xxxxxx only against orders therefor. Xxxxxx will not purchase shares from anyone other than the Fund except in accordance with Section 5, and will not take “long” or “short” positions in shares contrary to the Agreement and Declaration of Trust of the Fund.

  • Offers and Sales All offers and sales by a Holder under any Registration Statement shall be completed within the period during which the Registration Statement is required to remain effective pursuant to the applicable provision above and not the subject of any stop order, injunction or other order of the SEC. Upon expiration of such period, no Holder will offer or sell the Registrable Securities under the Registration Statement. If directed in writing by the Company, each Holder will return or, in each such Holder’s sole discretion destroy, all undistributed copies of the applicable Prospectus in its possession upon the expiration of such period.

  • Purchase and Sale of Shares 2.1.1. Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, Seller shall sell, transfer and deliver to Buyer, free and clear of all Liens (other than Liens under the Securities Act and any other applicable state or foreign securities Laws), and Buyer shall purchase from Seller, all right, title and interest in and to the Shares.

  • Issuance and Sale of Shares The Company agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, it may issue and sell through or to the Agent, as sales agent or principal, shares (the “Placement Shares”); of the Company’s ordinary shares, par value NIS 0.0000769 per share (the “Ordinary Shares”); provided however, that in no event shall the Company issue or sell through the Agent such number of Placement Shares that (a) exceeds the number of shares or dollar amount of Ordinary Shares registered on the effective Registration Statement (as defined below) pursuant to which the offering is being made or (b) exceeds the number of shares or dollar amount registered on the Prospectus (as defined below) (the lesser of (a) or (b) the “Maximum Amount”) and provided further, however, that in no event shall the aggregate number of Placement Shares sold pursuant to this Agreement exceed the number of authorized but unissued Ordinary Shares. The issuance and sale of Placement Shares through the Agent will be effected pursuant to the Registration Statement (as defined below), although nothing in this Agreement shall be construed as requiring the Company to use the Registration Statement to issue any Placement Shares. The Company has filed, in accordance with the provisions of the Securities Act of 1933, as amended and the rules and regulations thereunder (the “Securities Act”), with the Securities and Exchange Commission (the “Commission”), a registration statement on Form F-3 (File No. 333-239843), including a base prospectus, relating certain securities including the Placement Shares to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Securities Exchange Act of 1934, as amended and the rules and regulations thereunder (the “Exchange Act”). The Company has prepared or will prepare a prospectus or prospectus supplement to the base prospectus included as part of such registration statement specifically relating to the Placement Shares (the “Prospectus Supplement”). The Company will furnish to the Agent, for use by the Agent, copies of the base prospectus included as part of such registration statement, as supplemented by the Prospectus Supplement, relating to the Placement Shares. Except where the context otherwise requires, such registration statement, and any post-effective amendment thereto, including all documents filed as part thereof or incorporated by reference therein, and including any information contained in a Prospectus (as defined below) subsequently filed with the Commission pursuant to Rule 424(b) under the Securities Act or deemed to be a part of such registration statement pursuant to Rule 430B of the Securities Act, or any subsequent registration statement on Form F-3 filed pursuant to Rule 415(a)(6) under the Securities Act by the Company to cover any Placement Shares, is herein called the “Registration Statement.” The base prospectus, including all documents incorporated or deemed incorporated therein by reference to the extent such information has not been superseded or modified in accordance with Rule 412 under the Securities Act (as qualified by Rule 430B(g) of the Securities Act), included in the Registration Statement, as it may be supplemented by the Prospectus Supplement, in the form in which such base prospectus and/or Prospectus Supplement have most recently been filed by the Company with the Commission pursuant to Rule 424(b) under the Securities Act is herein called the “Prospectus.” Any reference herein to the Registration Statement, the Prospectus or any amendment or supplement thereto shall be deemed to refer to and include the documents incorporated by reference therein, and any reference herein to the terms “amend,” “amendment” or “supplement” with respect to the Registration Statement or the Prospectus shall be deemed to refer to and include the filing after the execution hereof of any document with the Commission incorporated by reference therein (the “Incorporated Documents”). For purposes of this Agreement, all references to the Registration Statement, the Prospectus or to any amendment or supplement thereto shall be deemed to include the most recent copy filed with the Commission pursuant to its Electronic Data Gathering Analysis and Retrieval System, or if applicable, the Interactive Data Electronic Application system when used by the Commission (collectively, “XXXXX”).

  • Mergers and Sales of Assets (a) Such Borrower shall not consolidate with or merge into any other Person or convey, transfer or lease (whether in one transaction or in a series of transactions) all or substantially all of its properties and assets to any Person, unless:

  • Sales of Shares by the Fund The Fund reserves the right to issue shares at any time directly to its shareholders as a stock dividend or stock split and to sell shares to its shareholders or to other persons approved by Xxxxxx at not less than net asset value.

  • Purchases and Sales of Securities The Company shall not, and shall use its best efforts to cause its affiliates (as defined in Rule 405 under the 0000 Xxx) not to, purchase and then resell or otherwise transfer any Securities.

  • Purchase and Sale of Shares and Warrants Subject to the satisfaction (or waiver) of the conditions to Closing set forth in this Agreement and the Escrow Agreement, each Subscriber shall purchase the Shares and Warrants for the portion of the Purchase Price indicated on the signature page hereto, and the Company shall sell such Shares and Warrants to the Subscriber. The Purchase Price for the Shares and Warrants shall be paid in cash. The entire Purchase Price shall be allocated to the Shares.

  • Issuance and Sale of Common Shares Section 2.01 (a)

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