Covenants of the Company and the Selling Shareholder Sample Clauses

Covenants of the Company and the Selling Shareholder. The Company and the Selling Shareholder, as applicable, covenants with the Underwriter as follows: (a) The Company will furnish to the Underwriter in New York City, without charge, a signed copy of the Registration Statement (including exhibits thereto and documents incorporated by reference therein) and will deliver to the Underwriter during the period mentioned in Section 7(f) below, as many copies of the Time of Sale Prospectus, the Prospectus and any supplements and amendments thereto or to the Registration Statement as the Underwriter may reasonably request. (b) Before amending or supplementing the Registration Statement, the Time of Sale Prospectus or the Prospectus, the Company will furnish to the Underwriter a copy of each such proposed amendment or supplement and not to file any such proposed amendment or supplement to which the Underwriter reasonably objects. (c) The Company will furnish to the Underwriter a copy of each proposed free writing prospectus to be prepared by or on behalf of, used by, or referred to by the Company and not to use or refer to any proposed free writing prospectus to which the Underwriter reasonably objects. (d) Each of the Company and the Selling Shareholder agrees that, unless it obtains the Underwriter’s prior written consent, it will not make any offer relating to the Shares that would constitute an Issuer Free Writing Prospectus or that would otherwise constitute a “free writing prospectus,” or a portion thereof, required to be filed by the Company with the Commission or retained by the Company under Rule 433; provided that the Underwriter will be deemed to have consented to the Issuer Free Writing Prospectuses listed on Schedule II hereto and any “road show that is a written communication” within the meaning of Rule 433(d)(8)(i) that has been reviewed by the Underwriter. Each of the Company and the Selling Shareholder represents that it has treated or agrees that it will treat each such free writing prospectus consented to, or deemed consented to, by the Underwriter as an “issuer free writing prospectus,” as defined in Rule 433, and that it has complied and will comply with the applicable requirements of Rule 433 with respect thereto, including timely filing with the Commission where required, legending and record keeping. If at any time following issuance of an Issuer Free Writing Prospectus there occurred or occurs an event or development as a result of which such Issuer Free Writing Prospectus conflicted or would...

Covenants of the Company and the Selling Shareholder. The Company and, with respect to Section 3(g)(ii), Section 3(k), Section 3(l) and Section 3(n)(ii), the Selling Shareholder, covenants with the Underwriter as follows:

Covenants of the Company and the Selling Shareholder. The Company and the Selling Shareholder covenant with each Underwriter as follows: (a) The Company will comply with the requirements of Rule 430A or Rule 434, as applicable, and will advise you immediately and confirm such advice in writing: (i) of the Company's intention to amend or supplement the Registration Statement or the Prospectus (otherwise than by the filing of annual and interim reports pursuant to Section 13(a) of the 1934 Act), and the Company will furnish you with copies of any such amendment or supplement a reasonable time in advance of filing, and will not file such amendment or supplement without your consent, which consent shall not be unreasonably withheld; (ii) of the filing of any document incorporated by reference in the Registration Statement, and promptly thereafter the Company will make available to you for consultation appropriate personnel of the Company so as to permit you to conduct due diligence with respect to such filing; (iii) of the receipt of any comments from the Commission with respect to the Registration Statement or the Prospectus, or the request by the Commission for any amendment to the Registration Statement or any supplement to the Prospectus or for additional information relating to the Registration Statement or the Prospectus or any document incorporated by reference into the Prospectus; (iv) of the filing or effectiveness of the Registration Statement, the Prospectus or any amendment or supplement thereto; and (v) of the issuance by the Commission of any stop order suspending the effectiveness of the Registration Statement, or of the suspension of the qualification of the Shares for offering or sale in any jurisdiction or the institution or threat of any proceeding for any such purposes. The Company will use its best efforts to prevent the issuance of any such order or of any order suspending such qualification and to obtain its lifting at the earliest possible moment, if issued. (b) The Company will furnish to the Underwriters such copies of the Prospectus and all amendments and supplements thereto, in each case as soon as available and in such quantities as the Underwriters may reasonably request. (c) If at any time when a prospectus is required by the 1933 Act to be delivered in connection with sales of the Shares, any event shall occur or condition exist as a result of which it is necessary, in the reasonable opinion of counsel for the Company, to amend or supplement the Prospectus so that it will not inclu...

Covenants of the Company and the Selling Shareholder. The Company and the Selling Shareholder covenant and agree as follows:

Covenants of the Company and the Selling Shareholder. Each of the Company and, solely with respect to Sections 8(g), 8(h), 8(i), 8(k), 8(n), 8(o), 8(q), 8(x), and 8(y), the Selling Shareholder, covenants and agrees with the Agents that:

Covenants of the Company and the Selling Shareholder. (a) The Company covenants and agrees with each of the Underwriters that: (i) The Company shall comply with the provisions of and make all requisite filings with the Commission pursuant to Rules 424 and 430A of the Rules and Regulations and shall notify the Underwriters promptly (in writing, if requested) of all such filings. The Company shall notify the Underwriters promptly of any request by the Commission for any amendment of or supplement to the Registration Statement, the Effective Prospectus or the Final Prospectus or for additional information; the Company shall prepare and file with the Commission, promptly upon the Underwriters' request, any amendments of or supplements to the Registration Statement, the Effective Prospectus or the Final Prospectus which, in the Underwriters' opinion, may be necessary or advisable in connection with the distribution of the Shares; and the Company shall not file any amendment of or supplement to the Registration Statement, the Effective Prospectus or the Final Prospectus which is not approved by the Underwriters after reasonable notice thereof. The Company shall advise the Underwriters promptly of the issuance by the Commission or any jurisdiction or other regulatory body of

Covenants of the Company and the Selling Shareholder. COVENANTS OF THE COMPANY The company covenants and agrees with the several Managers that:

Covenants of the Company and the Selling Shareholder