Common use of Sale and Distribution Clause in Contracts

Sale and Distribution. In addition to the provisions of Sections 6(a), (b), (c), (d), (e) and (f) above, each of the Underwriters, on behalf of itself and each of its respective affiliates that participates in the initial distribution of the Securities, represents to and agrees with the Province that it and each of its respective affiliates (i) has not offered, sold or delivered and will not offer, sell or deliver, directly or indirectly, any of the Securities or distribute the Basic Prospectus, any Preliminary Final Prospectus, the Final Prospectus, the Time of Sale Information, any “free writing prospectus”, or any other offering material relating to the Securities, in or from any jurisdiction except under circumstances that will, to the best of its knowledge and belief, after reasonable investigation, result in compliance with the applicable laws and regulations thereof and which will not impose any obligations on the Province except as contained in this Agreement, and (ii) notwithstanding the foregoing clause (i), will not distribute any Preliminary Final Prospectus or the other Time of Sale Information outside the United States.

Appears in 9 contracts

Samples: Fiscal Agency Agreement (Ontario Province Of), Fiscal Agency Agreement (Ontario Province Of), Fiscal Agency Agreement (Ontario Province Of)

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Sale and Distribution. In addition to the provisions of Sections 6(a), (b), (c), (d), (e) and (fe) above, each of the Underwriters, on behalf of itself and each of its respective affiliates that participates in the initial distribution of the Securities, represents to and agrees with the Province that it and each of its respective affiliates (i) has not offered, sold or delivered and will not offer, sell or deliver, directly or indirectly, any of the Securities or distribute the Basic Prospectus, any Preliminary Final Prospectus, the Final Prospectus, the Time of Sale Information, any “free writing prospectus”, or any other offering material relating to the Securities, in or from any jurisdiction except under circumstances that will, to the best of its knowledge and belief, after reasonable investigation, result in compliance with the applicable laws and regulations thereof and which will not impose any obligations on the Province except as contained in this Agreement, and (ii) notwithstanding the foregoing clause (i), will not distribute any Preliminary Final Prospectus or the other Time of Sale Information outside the United States.

Appears in 8 contracts

Samples: Fiscal Agency Agreement (Ontario Province Of), Fiscal Agency Agreement (Ontario Province Of), Fiscal Agency Agreement (Ontario Province Of)

Sale and Distribution. In addition to the provisions of Sections 6(a), (b), (c), (d), (e) and (f) above, each of the Underwriters, on behalf of itself and each of its respective affiliates that participates in the initial distribution of the Securities, represents to and agrees with the Province that it and each of its respective affiliates (i) has not offered, sold or delivered and will not offer, sell or deliver, directly or indirectly, any of the Securities or distribute the Basic Prospectus, any Preliminary Final Prospectus, the Final Prospectus, the Time of Sale Information, any "free writing prospectus", or any other offering material relating to the Securities, in or from any jurisdiction except under circumstances that will, to the best of its knowledge and belief, after reasonable investigation, result in compliance with the applicable laws and regulations thereof and which will not impose any obligations on the Province except as contained in this Agreement, and (ii) notwithstanding the foregoing clause (i), will not distribute any Preliminary Final Prospectus or the other Time of Sale Information outside the United States.

Appears in 8 contracts

Samples: Fiscal Agency Agreement (Ontario Province Of), Fiscal Agency Agreement (Ontario Province Of), Fiscal Agency Agreement (Ontario Province Of)

Sale and Distribution. In addition to the provisions of Sections 6(a), (b), (c), (d), (e) and (f) e), above, each of the Underwriters, on behalf of itself and each of its respective affiliates that participates in the initial distribution of the Securities, severally represents to and agrees with the Province that it and each of its respective affiliates (i) has not offered, sold or delivered and will not offer, sell or deliver, directly or indirectly, any of the Securities or distribute the Basic Prospectus, any Preliminary Final Prospectus, the Final Prospectus, the Time of Sale Information, any “free writing prospectus”, or any other offering material relating to the Securities, in or from any jurisdiction except under circumstances that will, to the best of its knowledge and belief, after reasonable investigation, result in compliance with the applicable laws and regulations thereof and which will not impose any obligations on the Province except as contained in this Agreement. In addition, the Representatives agree with the Province to cause each selling group member to agree to comply with the restrictions on offers and (ii) notwithstanding sales of the foregoing clause (i), will not distribute any Preliminary Final Prospectus or the other Time of Sale Information outside the United StatesSecurities set forth in this Section 6.

Appears in 2 contracts

Samples: Underwriting Agreement (Province of New Brunswick), Underwriting Agreement (Province of New Brunswick)

Sale and Distribution. In addition to the provisions of Sections 6(a), (b), (c), (d), (ee),(f) and (fg) above, each of the Underwriters, on behalf of itself and each of its respective affiliates that participates in the initial distribution of the Securities, represents to and agrees with the Province that it and each of its respective affiliates (i) has not offered, sold or delivered and will not offer, sell or deliver, directly or indirectly, any of the Securities or distribute the Basic Prospectus, any Preliminary Final Prospectus, the Final Prospectus, the Time of Sale Information, any “free writing prospectus”, or any other offering material relating to the Securities, in or from any jurisdiction except under circumstances that will, to the best of its knowledge and belief, after reasonable investigation, result in compliance with the applicable laws and regulations thereof and which will not impose any obligations on the Province except as contained in this Agreement, and (ii) notwithstanding the foregoing clause (i), will not distribute any Preliminary Final Prospectus or the other Time of Sale Information outside the United States.

Appears in 2 contracts

Samples: Fiscal Agency Agreement (Ontario Province Of), Fiscal Agency Agreement (Ontario Province Of)

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Sale and Distribution. In addition to the provisions of Sections 6(a), (b), (c), (d), (e) and (f) above, each of the Underwriters, on behalf of itself and each of its respective affiliates that participates in the initial distribution of the Securities, represents to and agrees with the Province that it and each of its respective affiliates (i) has not offered, sold or delivered and will not offer, sell or deliver, directly or indirectly, any of the Securities or distribute the Basic Prospectus, any Preliminary Final Prospectus, the Final Prospectus, the Time of Sale Information, any "free writing prospectus", or any other offering material relating to the Securities, in or from any jurisdiction except under circumstances that will, to the best of its knowledge and belief, after reasonable investigation, result in compliance with the applicable laws and regulations thereof and which will not impose any obligations on the Province except as contained in this Agreement, and (ii) notwithstanding the foregoing clause (i), will not distribute any Preliminary Final Prospectus or the other Time of Sale Information outside the United States.

Appears in 1 contract

Samples: Underwriting Agreement (Province of New Brunswick)

Sale and Distribution. In addition to the provisions of Sections 6(a), (b), (c), (d), and (e) and (f) above, each of the Underwriters, on behalf of itself and each of its respective affiliates that participates in the initial distribution of the Securities, represents to and agrees with the Province that it and each of its respective affiliates (i) has not offered, sold or delivered and will not offer, sell or deliver, directly or indirectly, any of the Securities or distribute the Basic Prospectus, any Preliminary Final Prospectus, the Final Prospectus, the Time of Sale Information, any “free writing prospectus”, or any other offering material relating to the Securities, in or from any jurisdiction except under circumstances that will, to the best of its knowledge and belief, after reasonable investigation, result in compliance with the applicable laws and regulations thereof and which will not impose any obligations on the Province except as contained in this Agreement, and (ii) notwithstanding the foregoing clause (i), will not distribute any Preliminary Final Prospectus or the other Time of Sale Information outside the United States.

Appears in 1 contract

Samples: Fiscal Agency Agreement (Ontario Province Of)

Sale and Distribution. In addition to the provisions of Sections 6(a), (b), (c), (d), (e), (f) and (fg) above, each of the Underwriters, on behalf of itself and each of its respective affiliates that participates in the initial distribution of the Securities, severally represents to and agrees with the Province that it and each of its respective affiliates (i) has not offered, sold or delivered and will not offer, sell or deliver, directly or indirectly, any of the Securities or distribute the Basic Prospectus, any Preliminary Final Prospectus, the Final Prospectus, the Time of Sale Information, any “free writing prospectus”, or any other offering material relating to the Securities, in or from any jurisdiction except under circumstances that will, to the best of its knowledge and belief, after reasonable investigation, result in compliance with the applicable laws and regulations thereof and which will not impose any obligations on the Province except as contained in this Agreement. In addition, the Representatives agree with the Province to cause each selling group member to agree to comply with the restrictions on offers and (ii) notwithstanding sales of the foregoing clause (i), will not distribute any Preliminary Final Prospectus or the other Time of Sale Information outside the United StatesSecurities set forth in this Section 6.

Appears in 1 contract

Samples: Underwriting Agreement (Province of New Brunswick)

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