Representation Dates definition

Representation Dates means: (i) the date on which Counterparty delivers any prospectus (and any supplement thereto) under the Registration Statement, (ii) the date of each sale of Pledged Shares by MLI; and (iii) the settlement date of each sale of Pledged Shares by MLI.
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Representation Dates has the meaning assigned to it in Section 2(b)(i).
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Representation Dates means: (i) the date on which Counterparty delivers any prospectus (and any supplement thereto) under the Registration Statement, (ii) the date of each sale of Pledged Shares by MLI; and (iii) the settlement date of each sale of Pledged Shares by MLI. Counterparty was not or will not be insolvent at the time this Transaction was consummated, and was not or will not be rendered insolvent or will not be insolvent as a result thereof. Counterparty has not engaged or will not engage in any business or transaction with MLI after which the property remaining with Counterparty was or will be unreasonably small in relation to its business. At the time of any transfer to or for the benefit of MLI, Counterparty did not intend or will not intend to incur, and did not incur or will not incur, debts that were beyond the ability of Counterparty to pay as they mature. Counterparty has not received from PSINet Inc. notice of exercise by PSINet Inc. of its purchase rights under the IRU and Stock Purchase Agreement dated July 22, 1997, in respect of the Shares subject to this Transaction and the option of PSINet Inc. to exercise such right under the letter from Counterparty to PSINet Inc. dated May 31, 1999 has expired. Neither Counterparty nor any person attributable to Counterparty for purposes of Rule 144 under the Securities Act ("Rule 144") has sold any Shares during the preceding three (3) months prior to the Trade Date of this Transaction and Counterparty covenants and agrees that, until a registration statement is effective with respect to the delivery of the Loaned Shares and MLI has notified Counterparty that it has delivered all of the Loaned Shares pursuant thereto, it will not sell, nor will it permit any person attributable to it for purposes of Rule 144 to sell, Shares without the prior consent of MLI.
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Examples of Representation Dates in a sentence

  • In lieu of such opinions for subsequent Representation Dates, counsel may furnish the Placement Agents with a letter to the effect that the Placement Agents may rely on a prior opinion delivered under this Section 7(a)(16) to the same extent as if it were dated the date of such letter (except that statements in such prior opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended or supplemented at such Representation Date).

  • In addition to the requirement to provide certificates under this Section 7(l) with respect to Representation Dates, on or prior to the date of the first Placement Notice given hereunder, the Company shall furnish MLV with a certificate under this Section 7(l).

  • In lieu of such opinions for subsequent Representation Dates, counsel may furnish the Agents with a letter (a “Reliance Letter”) to the effect that the Agents may rely on a prior opinion delivered under this Section 7(p) to the same extent as if it were dated the date of such letter (except that statements in such prior opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended or supplemented at such Representation Date).

  • In lieu of such opinions for subsequent Representation Dates, counsel may furnish the Placement Agent with a letter (a “Reliance Letter”) to the effect that the Placement Agent may rely on a prior opinion delivered under this Section 7(p) to the same extent as if it were dated the date of such letter (except that statements in such prior opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended or supplemented at such Representation Date).

  • Each of the Registration Statement and any post-effective amendment thereto, at the time it became effective and on all Representation Dates, complied and will comply in all material respects with the Securities Act and did not and will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading.

  • Notwithstanding the foregoing, a written opinion of ▇▇▇▇▇, ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇, P.C. and Harness, ▇▇▇▇▇▇ & ▇▇▇▇▇▇, PLC shall not be required to be delivered to the Agent in connection with the Representation Dates set forth in Section (l)(iii) and (iv).

  • In lieu of such opinions for subsequent Representation Dates, counsel may furnish the Placement Agent with a letter to the effect that the Placement Agent may rely on a prior opinion delivered under this Section 7(a)(16) to the same extent as if it were dated the date of such letter (except that statements in such prior opinion shall be deemed to relate to the Registration Statement and the Prospectus as amended or supplemented at such Representation Date).

  • The Prospectus, as amended or supplemented, as of its date and at all subsequent Representation Dates, did not and will not contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading.

  • In addition to the requirement to provide certificates under this Section 7(l) with respect to Representation Dates, on or prior to the date of the first Placement Notice given hereunder, the Company shall furnish ▇.

  • Each of the Registration Statement, any Rule 462(b) Registration Statement and any post-effective amendment thereto, at the time it became effective and at all subsequent Representation Dates, complied and will comply in all material respects with the Securities Act and did not and will not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading.

Related to Representation Dates

  • Representation Date shall have the meaning ascribed to such term in Section 4(k).

  • Presentation Date means a day which (subject to Condition 12 (Prescription)):

  • representation agreement means a contract entered into between an Agent and an Athlete or between an Agent and a Club.

  • Representations means the written Representations and Warranties provided by Borrower to Silicon referred to in the Schedule.

  • Representation Letters means the representation letters and any other materials (including, without limitation, a Ruling Request and any related supplemental submissions to the IRS) delivered or deliverable by, or on behalf of, Parent, SpinCo and others in connection with the rendering by Tax Advisors and/or the issuance by the IRS of the Tax Opinions/Rulings.