Common use of Revisions of Prospectus -- Material Changes Clause in Contracts

Revisions of Prospectus -- Material Changes. So long as the ----------------------------------------- Underwriters are required to deliver a Prospectus in connection with sales or solicitations of offers to purchase the Securities, if any event shall occur or condition exist as a result of which it is necessary, in the opinion of counsel for the Offerors and of counsel for the Underwriters, to further amend or supplement the Prospectus in order that the Prospectus will not include an untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein not misleading, in the light of the circumstances existing at the time it is delivered to a purchaser, or if it shall be necessary, in the opinion of such counsel, to amend or supplement the Registration Statement or the Prospectus in order to comply with the requirements of the 1933 Act or the 1933 Act Regulations, prompt notice shall be given to the Underwriters, and the Offerors will promptly prepare and file an amendment or supplement to the Prospectus so that the Prospectus, as amended or supplemented, will not include any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein not misleading, in the light of the circumstances existing at the time it is delivered to the Underwriters.

Revisions of Prospectus -- Material Changes. So long Except as otherwise provided in subsection (j) of this Section 3, if, at any time when the ----------------------------------------- Underwriters are Prospectus is required to deliver a Prospectus be delivered in connection with sales or solicitations of offers to purchase the SecuritiesNotes, if any event shall occur or condition exist as a result of which it is necessary, in the written opinion of counsel for the Offerors and of Agents delivered to the Company or counsel for the UnderwritersCompany, to further amend or supplement the Prospectus in order that the Prospectus will not include an untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein not misleading, misleading in the light of the circumstances existing at the time it is delivered to a purchaser, or if it shall be necessary, in the opinion of either such counsel, to amend or supplement the Registration Statement or the Prospectus in order to comply with the requirements of the 1933 Act or the 1933 Act Regulations, prompt upon receipt by the Company of any such opinion of counsel immediate notice shall be given given, and confirmed in writing, to the UnderwritersAgents to cease the solicitation of offers to purchase the Notes in their capacity as agents and to cease sales of any Notes the Agents may then own as principals, and the Offerors Company will promptly prepare and file an with the Commission such amendment or supplement supplement, whether by filing documents pursuant to the Prospectus so that 1934 Act, the Prospectus1933 Act or otherwise, as amended or supplemented, will not include any may be necessary to correct such untrue statement of a material fact or omit to state any material fact necessary in order omission or to make the statements therein not misleading, in the light of the circumstances existing at the time it is delivered to the UnderwritersRegistration Statement and Prospectus comply with such requirements.

Revisions of Prospectus -- Material Changes. So long as the ----------------------------------------- Underwriters are required to deliver a Prospectus in connection with sales or solicitations of offers to purchase the Debt Securities, if any event shall occur or condition exist as a result of which it is necessary, in the opinion of counsel for the Offerors and of Company, after consultation with counsel for the Underwriters, to further amend or supplement the Prospectus in order that the Prospectus will not include an untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein not misleading, misleading in the light of the circumstances existing at the time it is delivered to a purchaser, or if it shall be necessary, in the opinion of such counselcounsel for the Company, to amend or supplement the Registration Statement or the Prospectus in order to comply with the requirements of the 1933 Act or the 1933 Act RegulationsRegula- tions, prompt notice shall be given given, and confirmed in writing, to the UnderwritersManager, and the Offerors Company will promptly prepare and file as soon as practicable an amendment or supplement to the Prospectus so that the Prospectus, as amended or supplemented, will not include any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein not misleading, misleading in the light of the circumstances existing at the time it is delivered to the Underwriters.

Revisions of Prospectus -- Material Changes. So long as the ----------------------------------------- Underwriters are required to deliver a Prospectus in connection with sales or solicitations of offers to purchase the SecuritiesNotes, if any event shall occur or condition exist as a result of which it is necessary, in the opinion of counsel for the Offerors Company and of counsel for the Underwriters, to further amend or supplement the Prospectus in order that the Prospectus will not include an untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein not misleading, in the light of the circumstances existing at the time it is delivered to a purchaser, or if it shall be necessary, in the opinion of such counsel, to amend or supplement the Registration Statement or the Prospectus in order to comply with the requirements of the 1933 Act or the 1933 Act Regulations, prompt notice shall be given to the Underwriters, and the Offerors Company will promptly prepare and file an amendment or supplement to the Prospectus so that the Prospectus, as amended or supplemented, will not include any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein not misleading, in the light of the circumstances existing at the time it is delivered to the Underwriters.

Revisions of Prospectus -- Material Changes. So long as the ----------------------------------------- Underwriters are required to deliver a Prospectus in connection with sales or solicitations of offers to purchase the SecuritiesNotes, if any event shall occur or condition exist as a result of which it is necessary, in the opinion of counsel for the Offerors Company and of counsel for the Underwriters, to further amend or supplement the Prospectus in order that the Prospectus will not include an untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein not misleading, in the light of the circumstances existing at the time it is delivered to a purchaser, or if it shall be necessary, in the opinion of such counsel, to amend or supplement the Registration Statement or the Prospectus in order to comply with the requirements of the 1933 Act or the 1933 Act Regulations, prompt notice shall be given to the Underwriters, and the Offerors Company will promptly prepare and file an amendment or supplement to the Prospectus so that the Prospectus, as amended or supplemented, will not include any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein not misleading, in the light of the circumstances existing at the time it is delivered to the Underwriters.