Agreements to Sell and Purchase Contract Clauses (1,375)

Grouped Into 39 Collections of Similar Clauses From Business Contracts

This page contains Agreements to Sell and Purchase clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Agreements to Sell and Purchase. (a) The Company hereby agrees to sell to the several Underwriters, and each Underwriter, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agrees, severally and not jointly, to purchase from the Company the respective principal amounts of Firm Securities set forth in Schedule II hereto opposite its name at the purchase price set forth in Schedule I hereto (the "Purchase Price"). (b) The Company also hereby grants an option to... the several Underwriters, and the Underwriters shall have the right to purchase, 14 severally and not jointly, up to the maximum principal amount of Option Securities set forth in Schedule I hereto at the Purchase Price, solely to cover over-allotments, if any. Said option may be exercised in whole or in part at any time and from time to time on or before the 30th day after the date of this Agreement upon written or telegraphic notice by the Managers to the Company setting forth the principal amount of Option Securities as to which the several Underwriters are exercising the option and the Closing Date. The principal amount of Option Securities to be purchased by each Underwriter shall be the same percentage as such Underwriter is purchasing of the Firm Securities, subject to such adjustments as the Managers in their absolute discretion shall make to eliminate any Securities having a principal amount of less than $25.00. View More
Agreements to Sell and Purchase. (a) The Company hereby agrees to sell to the several Underwriters, and each Underwriter, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agrees, severally and not jointly, to purchase from the Company the respective principal amounts of Firm Securities set forth in Schedule II hereto opposite its name at the purchase price set forth in Schedule I hereto (the "Purchase Price"). hereto. 13 (b) The Company also hereby grants a...n option to the several Underwriters, and each Underwriter, upon the Underwriters shall have basis of the right representations and warranties herein contained, but subject to purchase, 14 the conditions hereinafter stated, agrees, severally and not jointly, to purchase from the Company up to the maximum aggregate principal amount of Option Securities set forth in Schedule I II hereto at the Purchase Price, solely to cover over-allotments, if any. applicable purchase price set forth in Schedule I hereto. Said option may be exercised in whole or in part at any time and from time to time on or before the 30th day after the date of this Agreement upon written or telegraphic notice by the Managers Representatives to the Company setting forth the principal amount of Option Securities as to which the several Underwriters are exercising the option and the Option Closing Date. The principal amount of Option Securities to be purchased by each Underwriter shall be the same percentage of the total number of Option Securities to be purchased by the several Underwriters as such Underwriter is purchasing of the Firm Securities, subject to such adjustments as the Managers Representatives in their absolute discretion shall make to eliminate any Securities having a principal amount of less than $25.00. View More
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Agreements to Sell and Purchase. The Issuers hereby agree to sell to the several Initial Purchasers, and each Initial Purchaser, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agrees, severally and not jointly, to purchase from the Issuers the respective principal amounts of Securities set forth in Schedule I hereto opposite its respective name at a purchase price of 99.516% of the principal amount of the 2025 Notes, 99.401% of the principal amount of the... 2027 Notes and 99.348% of the principal amount of the 2030 Notes (together, the "Purchase Price") plus accrued interest, if any, to the Closing Date. View More
Agreements to Sell and Purchase. The Issuers hereby agree to sell to the several Initial Purchasers, Underwriters, and each Initial Purchaser, Underwriter, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agrees, severally and not jointly, to purchase from the Issuers the respective principal amounts of Securities set forth in Schedule I hereto opposite its respective name at a purchase price of 99.516% of the principal amount of the 2025 Notes, 99.401% 99....521% of the principal amount of the 2027 Notes and 99.348% 99.301% of the principal amount of the 2030 2033 Notes (together, the "Purchase Price") plus accrued interest, if any, to the Closing Date. View More
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Agreements to Sell and Purchase. The Company hereby agrees to sell to the several Underwriters, and each Underwriter, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agrees, severally and not jointly, to purchase from the Company at a price equal to 99.398% of the principal amount thereof, plus accrued interest, if any, from July 25, 2019 to the Closing Date (the "Purchase Price") the principal amount of Securities set forth in Schedule I hereto opposite t...he name of such Underwriter. The Company hereby agrees that it will not, for the period from the date of the Prospectus through and including the Closing Date, without first obtaining the prior written consent of the Representatives, directly or indirectly, issue, sell, offer to contract or grant any option to sell, pledge, transfer or otherwise dispose of, any debt securities or securities exchangeable for or convertible into debt securities, except for the Securities sold to the Underwriters pursuant to this Agreement. View More
Agreements to Sell and Purchase. The Company hereby agrees to sell to the several Underwriters, and each Underwriter, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agrees, severally and not jointly, to purchase from the Company at a price equal to 99.398% 99.598% of the principal amount thereof, plus accrued interest, if any, from July 25, 2019 28, 2016 to the Closing Date (the "Purchase Price") the principal amount of Securities set forth in Schedule I ...hereto opposite the name of such Underwriter. The Company hereby agrees that it will not, for the period from the date of the Prospectus through and including the Closing Date, without first obtaining the prior written consent of the Representatives, directly or indirectly, issue, sell, offer to contract or grant any option to sell, pledge, transfer or otherwise dispose of, any debt securities or securities exchangeable for or convertible into debt securities, except for the Securities sold to the Underwriters pursuant to this Agreement. Agreement or securities sold in the "Concurrent Transaction" as defined in the Time of Sale Prospectus. View More
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Agreements to Sell and Purchase. The Company hereby agrees to issue and sell to the Initial Purchasers, and the Guarantors hereby agree to guarantee the payment of principal of, premium, if any, and interest on, and each Initial Purchaser, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agrees, severally and not jointly, to purchase from the Company the respective principal amount of Securities set forth in Schedule I hereto opposite its name at a purchase... price of 98.50% of the principal amount thereof (the "Purchase Price"), plus accrued and unpaid interest, if any, from August 1, 2019 to the Closing Date. View More
Agreements to Sell and Purchase. The Company hereby agrees to issue and sell to the Initial Purchasers, and the Guarantors hereby agree to guarantee the payment of principal of, premium, if any, and interest on, and each Initial Purchaser, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agrees, severally and not jointly, to purchase from the Company the respective principal amount of Securities set forth in Schedule I hereto opposite its name at a purchase... price of 98.50% 99.75% of the principal amount thereof (the "Purchase Price"), plus accrued and unpaid interest, if any, from August 1, 2019 March 11, 2014 to the Closing Date. Date (as defined below). View More
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Agreements to Sell and Purchase. The Company hereby agrees to sell to the several Underwriters, and each Underwriter, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agrees, severally and not jointly, to purchase from the Company at a purchase price of (i) 99.354% of the principal amount thereof plus accrued interest, if any, to the Closing Date, the principal amount of 2024 Notes set forth opposite such Underwriter's name in Schedule I hereto; (ii) 99.037...% of the principal amount thereof plus accrued interest, if any, to the Closing Date, the principal amount of 2029 Notes set forth opposite such Underwriter's name in Schedule I hereto; and (iii) 97.629% of the principal amount thereof plus accrued interest, if any, to the Closing Date, the principal amount of 2049 Notes set forth opposite such Underwriter's name in Schedule I hereto. The above purchase prices represent a concession not in excess of 0.600% of the principal amount in the case of the 2024 Notes, 0.650% of the principal amount in the case of the 2029 Notes and 0.875% of the principal amount in the case of the 2049 Notes. View More
Agreements to Sell and Purchase. The Company hereby agrees to sell to the several Underwriters, and each Underwriter, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agrees, severally and not jointly, to purchase from the Company at a purchase price of (i) 99.354% 99.581% of the principal amount thereof plus accrued interest, if any, to the Closing Date, the principal amount of 2024 Notes set forth opposite such Underwriter's name in Schedule I hereto; (ii...) 99.037% 99.188% of the principal amount thereof plus accrued interest, if any, to the Closing Date, the principal amount of 2027 Notes set forth opposite such Underwriter's name in Schedule I hereto; and (iii) 99.155% of the principal amount thereof plus accrued interest, if any, to the Closing Date, the principal amount of 2029 Notes set forth opposite such Underwriter's name in Schedule I hereto; and (iii) 97.629% of the principal amount thereof plus accrued interest, if any, to the Closing Date, the principal amount of 2049 Notes set forth opposite such Underwriter's name in Schedule I hereto. The above purchase prices represent a concession not in excess of 0.600% 0.350% of the principal amount in the case of the 2024 Notes, 0.650% 0.600% of the principal amount in the case of the 2027 Notes and 0.625% of the principal amount in the case of the 2029 Notes and 0.875% of the principal amount in the case of the 2049 Notes. View More
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Agreements to Sell and Purchase. The Company hereby agrees to sell to the several Initial Purchasers, and each Initial Purchaser, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agrees, severally and not jointly, to purchase from the Company the respective principal amount of Securities set forth in Schedule I hereto opposite its name at a purchase price of (i) 99.800% of the principal amount of the Floating Rate Notes, (ii) 99.642% of the principal amount... of the 2021 Notes, (iii) 99.750% of the principal amount of the 2022 Floating Rate Notes, (iv) 99.481% of the principal amount of the 2022 Fixed Rate Notes, (v) 99.262% of the principal amount of the 2024 Notes, (vi) 99.328% of the principal amount of the 2026 Notes, (vii) 98.725% of the principal amount of the 2029 Notes, (viii) 98.908% of the principal amount of the 2039 Notes and (ix) 98.283% of the principal amount of the 2049 Notes (collectively, the "Purchase Price"), plus accrued interest, if any, to the Closing Date. View More
Agreements to Sell and Purchase. The Company hereby agrees to sell to the several Initial Purchasers, and each Initial Purchaser, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agrees, severally and not jointly, to purchase from the Company the respective principal amount of Securities set forth in Schedule I hereto opposite its name at a purchase price of (i) 99.800% 99.850% of the principal amount of the May 2021 Floating Rate Notes, (ii) 99.642% 99.850...% of the principal amount of the November 2021 Floating Rate Notes, (iii) 99.750% of the principal amount of the 2022 Floating Rate Notes, (iv) 99.481% 99.835% of the principal amount of the 2021 Notes, (v) 99.652% of the principal amount of the 2022 Fixed Rate Notes, (v) 99.262% (vi) 99.561% of the principal amount of the 2024 Notes, (vi) 99.328% (vii) 99.481% of the principal amount of the 2026 Notes, (vii) 98.725% (viii) 99.525% of the principal amount of the 2029 Notes, (viii) 98.908% (ix) 98.897% of the principal amount of the 2039 Notes and (ix) 98.283% (x) 98.688% of the principal amount of the 2049 Notes (collectively, the "Purchase Price"), plus accrued interest, if any, to the Closing Date. 12 3. Terms of Offering. You have advised the Company that the Initial Purchasers will make an offering of the Securities purchased by the Initial Purchasers hereunder as soon as practicable after this Agreement is entered into as in your judgment is advisable. View More
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Agreements to Sell and Purchase. Each of the Company and the Guarantors hereby agrees to issue and sell to the Initial Purchasers, and each Initial Purchaser, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agrees, severally and not jointly, to purchase from the Company and the Guarantors the respective principal amount of Securities set forth in Schedule I hereto opposite its name at a purchase price of 97.043% of the principal amount thereof (the "Purcha...se Price"), plus accrued and unpaid interest, if any, from May 23, 2019 to the Closing Date (as defined below). View More
Agreements to Sell and Purchase. Each of the Company and the Guarantors hereby agrees to issue and sell to the Initial Purchasers, and each Initial Purchaser, upon the basis of the representations and warranties herein contained, but subject to the conditions hereinafter stated, agrees, severally and not jointly, to purchase from the Company and the Guarantors the respective principal amount of Securities set forth in Schedule I hereto opposite its name at a purchase price of 97.043% 99.00% of the principal amount thereof (the ..."Purchase Price"), plus accrued and unpaid interest, if any, from May 23, 2019 October 6, 2021 to the Closing Date (as defined below). View More
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Agreements to Sell and Purchase. On the basis of the representations and warranties contained in this Agreement, and subject to its terms and conditions, the Company agrees to issue and sell to the Underwriters, and each Underwriter agrees, severally and not jointly, to purchase from the Company the principal amount of Securities set forth opposite the name of such Underwriter in Schedule I hereto, at a price (the "Purchase Price") equal to 99.434% of the principal amount thereof, plus accrued interest thereon, if any, from Jan...uary 29, 2019 to the date of payment and delivery. View More
Agreements to Sell and Purchase. On the basis of the representations and warranties contained in this Agreement, and subject to its terms and conditions, the Company agrees to issue and sell to the Underwriters, and each Underwriter agrees, severally and not jointly, to purchase from the Company the principal amount of Securities set forth opposite the name of such Underwriter in Schedule I hereto, at a price (the "Purchase Price") equal to 99.434% 99.550% of the principal amount thereof, plus accrued interest thereon, if any, ...from January July 29, 2019 2021 to the date of payment and delivery. View More
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Agreements to Sell and Purchase. On the basis of the representations, warranties and agreements of the Company herein contained and subject to all the terms and conditions of this Agreement, the Company agrees to sell to the Underwriters and each Underwriter agrees, severally and not jointly, to purchase from the Company, at a purchase price of $24.3310 per Share (the "purchase price per share"), the number of Shares set forth opposite the name of such Underwriter in Schedule I hereto (or such number of Shares increased as set ...forth in Section 9 hereof). View More
Agreements to Sell and Purchase. (a) On the basis of the representations, warranties and agreements of the Company herein contained and subject to all the terms and conditions of this Agreement, the Company agrees to sell to the Underwriters and each Underwriter agrees, severally and not jointly, to purchase from the Company, at a purchase price of $24.3310 $24.2125 per Share, except for Shares sold by the Underwriters to institutional investors as agreed by the Company and the Underwriters, for which the purchase price shall b...e $24.50 per Share (the "purchase price per share"), the number of Shares set forth opposite the name of such Underwriter in Schedule I hereto (or such number of Shares increased as set forth in Section 9 hereof). (b) Reserved. View More
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