No Registration Required. Subject to compliance by the Initial Purchasers with the representations, warranties and procedures set forth in Section 6 hereof, it is not necessary in connection with the offer, sale and delivery of the Notes to the Initial Purchasers and to each Subsequent Purchaser in the manner contemplated by this Agreement and the Offering Memorandum to register the Notes under the Securities Act.
Appears in 5 contracts
Samples: Purchase Agreement (Melco Resorts & Entertainment LTD), Purchase Agreement (Melco Resorts & Entertainment LTD), Purchase Agreement (STUDIO CITY INTERNATIONAL HOLDINGS LTD)
No Registration Required. Subject to compliance by the Initial Purchasers Purchaser with the representations, representations and warranties and procedures set forth in Section 6 Article 5 hereof, it is not necessary in connection with the offer, sale and delivery of the Notes Shares to the Initial Purchasers and to each Subsequent Purchaser in the manner contemplated by this Agreement and the Offering Memorandum to register the Notes Shares under the Securities Act.
Appears in 3 contracts
Samples: Preferred Stock Purchase Agreement (Kennedy-Wilson Holdings, Inc.), Preferred Stock Purchase Agreement (Kennedy-Wilson Holdings, Inc.), Convertible Perpetual Preferred Stock Purchase Agreement (Sandridge Energy Inc)
No Registration Required. Subject to compliance by the Initial Purchasers with the representations, representations and warranties set forth in this section and the procedures set forth in Section 6 hereof, it is not necessary in connection with the offer, sale and delivery of the Notes to the Initial Purchasers and to each Subsequent Purchaser in the manner contemplated by this Agreement and the Offering Memorandum to register the Notes under the Securities 1933 Act.
Appears in 2 contracts
Samples: Purchase Agreement (Melco Crown Entertainment LTD), Purchase Agreement (Melco Crown Entertainment LTD)
No Registration Required. Subject to compliance by the Initial Purchasers with the representations, representations and warranties set forth in Section 2 hereof and with the procedures set forth in Section 6 7 hereof, it is not necessary in connection with the offer, sale and delivery of the Notes Securities to the Initial Purchasers and to each Subsequent Purchaser in the manner contemplated by this Agreement and the Offering Memorandum to register the Notes Securities under the Securities Act.
Appears in 2 contracts
Samples: Purchase Agreement (Speedway Motorsports Inc), Purchase Agreement (Sandridge Energy Inc)
No Registration Required. Subject to compliance by the Initial Purchasers with the representations, representations and warranties and procedures set forth in Section 6 hereof, it is not necessary in connection with the offer, sale and delivery of the Notes Securities to the Initial Purchasers and or in connection with the initial resale of such Securities by the Initial Purchasers to each subsequent purchaser (“Subsequent Purchaser Purchaser”) in the manner contemplated by this Agreement and or as described in the Offering Memorandum Memorandum, to register the Notes Securities under the Securities Act.
Appears in 1 contract
Samples: Purchase Agreement (Financial Security Assurance Holdings LTD)
No Registration Required. Subject to compliance by the Initial Purchasers with the representations, representations and warranties set forth in Section 2 and the procedures set forth in Section 6 hereof, it is not necessary in connection with the offer, sale and delivery of the Notes to the Initial Purchasers and to each Subsequent Purchaser in the manner contemplated by this Agreement and the Offering Memorandum to register the Notes under the Securities Act.the
Appears in 1 contract
Samples: Purchase Agreement (Aflac Inc)
No Registration Required. Subject to compliance by Assuming the representations and warranties set forth in Section 2 are true and the Initial Purchasers comply with the representations, warranties and procedures set forth in Section 6 hereof, it is not necessary in connection with the offer, sale and delivery of the Notes Securities to the Initial Purchasers and to each Subsequent Purchaser in the manner contemplated by this Agreement and the Offering Memorandum to register the Notes under the Securities Act.Securities
Appears in 1 contract
Samples: Dti Holdings Inc
No Registration Required. Subject to compliance by the Initial Purchasers with the representations, representations and warranties set forth in this section and the procedures set forth in Section 6 hereof, it is not necessary in connection with the offer, sale and delivery of the Notes to the Initial Purchasers and to each Subsequent Purchaser in the manner contemplated by this Agreement and the Offering Memorandum to register the Notes under the Securities Act.
Appears in 1 contract
No Registration Required. Subject to compliance by the Initial Purchasers with the representations, representations and warranties set forth in Section 5 and the procedures set forth in Section 6 hereofExhibit A hereto, it is not necessary in connection with the offer, sale and delivery of the Notes Securities to the Initial Purchasers and or for the initial resale of the Securities by the Initial Purchasers to subsequent purchasers ("Subsequent Purchasers"), in each Subsequent Purchaser case in the manner contemplated by this Agreement and the Offering Memorandum Memorandum, to register the Notes Securities under the Securities Act.
Appears in 1 contract
