PURCHASERS' REPRESENTATIONS AND RESALE Sample Clauses

PURCHASERS' REPRESENTATIONS AND RESALE. Each Purchaser represents and warrants that information furnished in writing to the Company expressly for use with respect to the New Debentures will not contain any untrue statement of a material fact and will not omit any material fact in connection with such information necessary to make such information not misleading. If the Purchasers advise the Company in the Purchase Agreement that they intend to resell the New Debentures, the Company will assist the Purchasers as hereinafter provided. The terms of any such resale will be set forth in the Prospectus. The provisions of Paragraphs C and D of Article VI and Articles VIII, IX and X of this Agreement apply only to Purchasers that have advised the Company of their intention to resell the New Debentures ("Reselling Purchasers"). All other provisions apply to any Purchaser including a Reselling Purchaser.
AutoNDA by SimpleDocs
PURCHASERS' REPRESENTATIONS AND RESALE. Each Purchaser severally and not jointly represents and warrants that the information furnished in writing by such Purchaser to the Company expressly for use in the Registration Statement, the Basic Prospectus, the Pricing Prospectus or the Prospectus or in any Issuer Free Writing Prospectus, as defined in Article VII hereof, does not and will not contain any untrue statement of a material fact and does not and will not omit any material fact in connection with such information necessary to make such information, in the light of the circumstances under which it was made, not misleading. If the Purchasers advise the Company in the Purchase Agreement that they intend to resell the Securities, the Company will assist the Purchasers as hereinafter provided. The terms of any such resale will be set forth in the Prospectus. The provisions of Paragraphs C, D, E and F of Article VI and Articles VIII, IX, X and XIII of this Agreement apply only to Purchasers that have advised the Company of their intention to resell the Securities (“Reselling Purchasers”). All other provisions apply to any Purchaser, including a Reselling Purchaser. Each Purchaser represents that it has not and agrees that it will not make any offer relating to the Securities by means of a “free writing prospectus,” as defined in Rule 405 under the Act, required to be filed with the Commission, unless (i) the free writing prospectus is listed in Schedule B or Schedule C to the Purchase Agreement, (ii) the information contained in the free writing prospectus is immaterial to the offering of the Securities, or (iii) the consent of the Company is obtained. Each Reselling Purchaser agrees to advise each person to whom it initially resells the Securities, prior to such resale, of the availability of the Pricing Prospectus and each Issuer Free Writing Prospectus referred to in Schedule B to the Purchase Agreement.
PURCHASERS' REPRESENTATIONS AND RESALE. Each Purchaser represents and warrants that information furnished in writing to GTE expressly for use with respect to the New Securities will not contain any untrue statement of a material fact and will not omit any material fact in connection with such information necessary to make such information not misleading. If the Purchasers advise GTE in the Purchase Agreement that they intend to resell the New Securities, GTE will assist the Purchasers as hereinafter provided. The terms of any such resale will be furnished to GTE in writing and will be set forth in the Prospectus. The provisions of Paragraphs D and E of Article VI and Articles VIII, IX and X of this Agreement apply only to Purchasers that have advised GTE of their intention to resell the New Securities ("Reselling Purchasers"). All other provisions apply to any Purchaser including a Reselling Purchaser.
PURCHASERS' REPRESENTATIONS AND RESALE. Each Purchaser severally and not jointly represents and warrants that information furnished in writing to the Companies expressly for use with respect to the New Notes will not contain any untrue statement of a material fact and will not omit any material fact in connection with such information necessary to make such information not misleading. If the Purchasers advise Verizon Global Funding in the Purchase Agreement that they intend to resell the New Notes, Verizon Global Funding will assist the Purchasers as hereinafter provided. The terms of any such resale will be set forth in the Prospectus. The provisions of Paragraphs C and D of Article VI and Articles VIII, IX and X of this Agreement apply only to Purchasers that have advised Verizon Global Funding of their intention to resell the New Notes ("Reselling Purchasers"). All other provisions apply to any Purchaser including a Reselling Purchaser.
PURCHASERS' REPRESENTATIONS AND RESALE. Each Purchaser represents and warrants that information furnished in writing to the Company expressly for use with respect to the New Debentures will not contain any untrue statement of a material fact and will not omit any material fact in connection with such information necessary to make such information not misleading. If the Purchasers advise the Company in the Purchase Agreement that they intend to resell the New Debentures, the Company will assist the Purchasers as hereinafter provided. The terms of any such resale will be set forth in the Prospectus. The provisions of Paragraphs C and D of Article VI and Articles VIII, IX and X of this Agreement apply only to Purchasers that have advised the Company of their intention to resell the New Debentures ("Reselling Purchasers"). All other provisions apply to any Purchaser including a Reselling Purchaser. -2- III. CLOSING The closing will be held at the office of GTE Service Corporation, 0xx Xxxxx, Xxx Xxxxxxxx Xxxxx, Xxxxxxxx, Xxxxxxxxxxx 00000 on the Closing Date. Concurrent with the delivery of the New Debentures to the Purchasers or to the Representative for the account of each Purchaser, payment of the full purchase price of the New Debentures shall be made, at the option of the Company, by certified or official bank check or checks in same day funds, payable to the Company or its order, at The Bank of New York, Attention: Corporate Trust Department, or by wire transfer in same day funds to The Bank of New York for the account of the Company. Upon receipt of such check or wire transfer by The Bank of New York, such check or wire transfer shall be deemed to be delivered at the closing.

Related to PURCHASERS' REPRESENTATIONS AND RESALE

Time is Money Join Law Insider Premium to draft better contracts faster.