Common use of Resales Clause in Contracts

Resales. The Chase Purchasers understand that the Preference Securities have not been and will not be registered under the 1933 Act and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons except pursuant to an exemption from the registration requirements of the 1933 Act. Each Chase Purchaser represents and agrees, that it will offer and sell Preference Securities at any time only in accordance with an applicable exemption from the registration provisions of the 1933 Act. Each Chase Purchaser agrees that, at or prior to confirmation of a sale of Preference Securities it will have sent to each distributor, dealer or person receiving a selling concession, fee or other remuneration that purchases Preference Securities from it or through it during the restricted period a confirmation or notice to substantially the following effect: "The securities covered hereby have not been registered under the United States Securities Act of 1933 (the "Securities Act") and may not be offered or sold within the United States or to or for the account or benefit of U.S. persons as part of their distribution at any time except in accordance with an exemption from the registration requirements of the Securities Act."