Offering Restrictions definition

Offering Restrictions has the meaning set forth in Regulation S.
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Offering Restrictions means "offering restrictions" as defined in Regulation S;
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Offering Restrictions. (as defined in Regulation S) in respect of the Notes shall be implemented;
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Examples of Offering Restrictions in a sentence

  • Offering Restrictions This offering is not subject to any minimum offering.

  • Each of the Company and Subscriber agree to comply in all respects with the provisions of Regulation S in connection with the transactions contemplated hereby, and to ensure that all applicable Offering Restrictions (as defined in Regulation S) are thoroughly complied with and satisfied and to refrain from engaging, and to ensure that none of its affiliates will engage, in any Directed Selling Efforts.

  • Under Category 3, Offering Restrictions (as defined under Regulation S) must be in place in connection with the offering and additional restrictions are imposed on resales of the Securities as described below.

  • Memec US shall ensure that all Offering Restrictions applicable to the offer and sale of the Regulation S Memec US Stub Shares pursuant to this Agreement are thoroughly complied with and satisfied.

  • Day Count Fraction: 30/360 Business Day Convention: New York and London, Unadjusted Net Proceeds: USD 2,000,000,000 Documentation: Standalone / MTN, 144A / Reg S Offering Restrictions: The Notes have not been registered under the US Securities Act of 1933 and are being offered only to qualified institutional buyers under Rule 144A and outside the United States in compliance with Regulation S.

  • Offering Restrictions: Each of the Underwriters severally represents and warrants to, and agrees with, the offering restrictions set forth in Schedule III hereto.

  • Each of the Company and Subscriber agree to comply in all material respects with the provisions of Regulation S in connection with the transactions contemplated hereby, and to ensure that all applicable Offering Restrictions (as defined in Regulation S) are thoroughly complied with and satisfied and to refrain from engaging, and to ensure that none of its affiliates will engage, in any directed selling efforts (as defined in Regulation S).

  • Effective upon the earlier of (x) the calendar day immediately following the Restricted Period and (y) such time as no December Notes, February Notes, Series A Notes or Series B Notes remain outstanding, the Holder hereby waives the Offering Restrictions.

  • For so long as any of the Preferred Shares or any portion of the Warrant remains outstanding, and in any case for a period of 40 days thereafter, SyQuest will ensure that all applicable Offering Restrictions with respect to the Warrant and the Converted Stock are thoroughly complied with and satisfied.

  • For so long as any Preferred Share is outstanding or any of the Put Options have not been exercised or any portion of the Warrant remains outstanding, and in either case for a period of 40 days thereafter, Shaman will ensure that all applicable Offering Restrictions with respect to the Preferred Shares, the Common Stock, the Warrant and the Warrant Shares are thoroughly complied with and satisfied.


More Definitions of Offering Restrictions

Offering Restrictions the Issuer has implemented the necessary “offering restrictions” (as such term is defined in Regulation S);
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Offering Restrictions. (as defined in Regulation S) in respect of the Shares shall be implemented;
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Offering Restrictions means "offering restrictions" as that term is defined in Regulation S;
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Related to Offering Restrictions

  • Dealing Restrictions means restrictions imposed by statute, order, regulation or Government directive, or by the Model Code or any code adopted by the Company based on the Model Code and for this purpose the Model Code means the Model Code on dealings in securities set out in Listing Rule 9, annex 1 (of the London Stock Exchange), as varied from time to time;

  • SEC Restrictions has the meaning set forth in Section 2(b).

  • Existing Transfer Restrictions means Transfer Restrictions existing with respect to any securities by virtue of the fact that Counterparty may be an “affiliate” of the Issuer (as such term is defined in Rule 144 under the Securities Act).

  • Put Restriction means the days between the beginning of the Pricing Period and Closing Date. During this time, the Company shall not be entitled to deliver another Put Notice.

  • Investment Restrictions means the investment restrictions of the Fund as set forth in the Declaration of Trust including, without limitation, those described in section 2.0 of this Annual Information Form.