MLV definition

MLV shall have the meaning specified in the recitals hereof.
Sample 1
MLV or the “Agent”), as follows:
Sample 1

Examples of MLV in a sentence

  • Neither this Agreement nor any term hereof may be amended except pursuant to a written instrument executed by the Company and MLV.

  • Such relative fault shall be determined by reference to, among other things, whether the untrue or alleged untrue statement of a material fact or omission or alleged omission to state a material fact relates to information supplied by the Company or MLV, the intent of the parties and their relative knowledge, access to information and opportunity to correct or prevent such statement or omission.

  • The Company has not relied upon MLV or legal counsel for MLV for any legal, tax or accounting advice in connection with the offering and sale of the Placement Shares.

  • It is expressly acknowledged and agreed that neither the Company nor MLV will have any obligation whatsoever with respect to a Placement or any Placement Shares unless and until the Company delivers a Placement Notice to MLV and MLV does not decline such Placement Notice pursuant to the terms set forth above, and then only upon the terms specified therein and herein.

  • On each Settlement Date, MLV will deliver the related Net Proceeds in same day funds to an account designated by the Company on, or prior to, the Settlement Date.

  • MLV may not use any information gained in connection with this Agreement and the transactions contemplated by this Agreement, including due diligence, to advise any party with respect to transactions not expressly approved by the Company.

  • The Company will, at any time during the pendency of a Placement Notice advise MLV promptly after it shall have received notice or obtained knowledge thereof, of any information or fact that would alter or affect in any material respect any opinion, certificate, letter or other document required to be provided to MLV pursuant to this Agreement.

  • The Placement Notice shall originate from any of the individuals from the Company set forth on Schedule 3 (with a copy to each of the other individuals from the Company listed on such schedule), and shall be addressed to each of the individuals from MLV set forth on Schedule 3, as such Schedule 3 may be amended from time to time.

  • If MLV elects to terminate this Agreement as provided in this Section 13(a), MLV shall provide the required notice as specified in Section 14 (Notices).

  • The Company and, assuming no act or omission on the part of MLV that would make such statement untrue, the transactions contemplated by this Agreement meet the requirements for and comply with the conditions for the use of Form S-3 under the Securities Act.

Related to MLV

  • Placement Agent means X.X. Xxxxxxxxxx & Co., LLC.

  • Sales Agent means an authorized representative of the Company; and

  • Placement Agents shall have the meaning set forth in the preamble.

  • Placement Shares shall have the meaning given in the Recitals hereto.

  • Selling Stockholder means any Stockholder owning Registrable Shares included in a Registration Statement.

  • Forward Purchaser has the meaning set forth in the introductory paragraph of this Agreement.

  • Jefferies means Jefferies Finance LLC.

  • Underwriters means the underwriters named in Schedule A to the Underwriting Agreement.

  • Underwriter means a securities dealer who purchases any Registrable Securities as principal in an Underwritten Offering and not as part of such dealer’s market-making activities.

  • Selling Agent Morgan Stanley & Co.

  • Xxxxx Fargo Securities means Xxxxx Fargo Securities, LLC.

  • Closing time means the date and hour specified in the bidding documents for the receipt of bids.

  • Selling Stockholders means Purchaser and any other purchaser of Units in the Offering, and their respective successors and assigns.

  • Initial Purchasers shall have the meaning set forth in the preamble.

  • Underwriters’ Representative means the managing underwriter, or, in the case of a co-managed underwriting, the managing underwriter designated as the Underwriters' Representative by the co-managers.

  • Initial Purchaser As defined in the preamble hereto.

  • Selling Holder means a Holder who is selling Registrable Securities pursuant to a registration statement.

  • Selling Shareholder has the meaning set forth in Section 3.04(a).

  • Standby Purchaser shall have the meaning set forth in the preamble hereof.

  • Selling Shareholders sections in substantially the form attached hereto as Exhibit B. The Company shall use its reasonable best efforts to have each Additional Registration Statement declared effective by the SEC as soon as practicable, but in no event later than the Additional Effectiveness Deadline. By 9:30 a.m. New York time on the Business Day following the Additional Effective Date, the Company shall file with the SEC in accordance with Rule 424 under the 1933 Act the final prospectus to be used in connection with sales pursuant to such Additional Registration Statement.

  • Selling Holders means, with respect to a specified registration pursuant to this Agreement, Holders whose Registrable Securities are included in such registration.

  • Selling Party has the meaning set forth in the definition of “Net Sales.”

  • Purchaser Representative means any person who satisfies all of the following conditions or who the issuer reasonably believes satisfies all of the following conditions:

  • Selling Parties shall have the meaning specified in the preamble.

  • Selling Partner has the meaning set forth in Section 8.5.

  • Dealer Managers shall have the meaning set forth in the preamble.