Amendments to the Prospectus Clause Samples

The "Amendments to the Prospectus" clause defines the process and conditions under which changes can be made to the prospectus document. Typically, this clause outlines who has the authority to propose or approve amendments, the procedures for notifying relevant parties, and any limitations or requirements for making such changes. For example, it may require that all amendments be approved by a majority of stakeholders or that regulatory bodies be informed of significant updates. The core function of this clause is to ensure that any modifications to the prospectus are managed transparently and consistently, thereby maintaining the integrity of the information provided to investors and complying with legal or regulatory standards.
Amendments to the Prospectus. The Company covenants and agrees that, if during the period specified herein, any event shall occur, as a result of which, in the judgment of the Company or in the opinion of Counsel for the Company, it becomes necessary to amend or supplement the Prospectus in order to make the statements therein, in light of the circumstances when the Prospectus is delivered to an offeree or purchaser, not misleading, or if it is necessary to amend or supplement the Prospectus to comply with any law, the Company shall take all steps necessary to make such amendments and to inform the Placement Agent so that it may furnish to Investors the amended Prospectus so that the statements in the Prospectus as so amended or supplemented will not, in the light of the circumstances when it is so delivered, be misleading, or so that the Prospectus will comply with the law, and to furnish to the Placement Agent and to such others as applicable, such information in a timely fashion.
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Amendments to the Prospectus. 2.1 The Issuer intends to amend, and the Parties (other than the Issuer) acknowledge, the definition of "Retained Notes" on page 3 of the Prospectus as follows: 2.2 The Issuer intends to amend, and the Parties (other than the Issuer) acknowledge, paragraph 1(a) (EU Risk Retention) on page 40 of the Prospectus as follows: (a) it will acquire on the Issue Date and, thereafter on an on-going basis for the life of the Transaction, hold the Class M Notes and, if required, as many Class E Notes as may be required (the "Retained Notes"), so that, taken together, the Retained Notes represent representing not less than 5 per cent. of the nominal value of the securitised exposures in accordance with Article 6(3)(d) of the European Securitisation Regulation;" 2.3 The Issuer intends to amend, and the Parties (other than the Issuer) acknowledge, the definition of "Subscription Agreement" in Paragraph 7 (The Main Transaction Documents) on page 73 of the Prospectus as follows: Pursuant to the Subscription Agreement, on the Issue Date (i) the Senior Note Subscriber agrees to subscribe and pay, subject to certain conditions, for the Class A Notes, (ii) the Mezzanine Note Subscriber agrees to subscribe and pay, subject to certain conditions, for the Mezzanine Notes (including the Retained Notes) and (iii) the Junior Note Subscriber agrees to subscribe and pay, subject to certain conditions, for the Class M Notes (including the Retained Notes), in each case at the relevant Issue Price. See "SUBSCRIPTION AND SALE".
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Amendments to the Prospectus. The Company shall promptly notify its directors and officers and the Selling Agents if at any time on or prior to the Termination Date there shall have come to its notice any circumstance or any event as a result of which the Prospectus would include an untrue statement of a material fact or omit to state any material fact necessary to make the statements therein, in the light of the circumstances under which they are made when such Prospectus is delivered, not misleading or if for any other reason it shall be necessary to amend or supplement the Prospectus.
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Amendments to the Prospectus. As soon after the execution and delivery of this Agreement as possible and thereafter from time to time for such period as in the opinion of the designated underwriter's counsel a prospectus is required by the Act to be delivered in connection with the placement of the Common Shares, the Company will expeditiously deliver to the Placement Agent, without charge, as many copies of the Prospectus (and of any amendment or supplement thereto) as you may reasonably request. The Company consents to the use of the Prospectus (and of any amendment or supplement thereto) in accordance with the provisions of the Act and with the securities or Blue Sky laws of the jurisdictions in the United States in which the Common Shares are offered and to whom Common Shares may be sold, both in connection with the offering and sale of the Common Shares and for such period of time thereafter as the Prospectus is required by the Act to be delivered in connection with sales of such Common Shares. If during such period of time any event shall occur that in the judgment of the Company or in the reasonable opinion of the designated underwriter's counsel is required to be set forth in the Prospectus (as then amended or supplemented) or should be set forth therein in order to make the statements therein, in the light of the circumstances under which they were made, not misleading, or if it is necessary to supplement or amend the Prospectus (or to file under the Exchange Act any document which, upon filing, becomes an Incorporated Document) in order to comply with the Act or any other law, the Company will forthwith prepare and, subject to the provisions of paragraph (d) above, file with the Commission an appropriate supplement or amendment thereto (or to such document), and will expeditiously furnish to the Placement Agent a reasonable number of copies thereof. In the event that the Company and you agree that the Prospectus should be amended or supplemented, the Company, if requested by you, will promptly issue a press release announcing or disclosing the matters to be covered by the proposed amendment or supplement.
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Related to Amendments to the Prospectus

  • Copies of any Amendments and Supplements to the Prospectus The Company agrees to furnish the Underwriters, without charge, during the Prospectus Delivery Period, as many copies of each of the preliminary prospectuses, the Prospectus and the Disclosure Package and any amendments and supplements thereto (including any documents incorporated or deemed incorporated by reference therein) as the Underwriters may reasonably request.

  • Amendments and Supplements to Time of Sale Prospectus If the Time of Sale Prospectus is being used to solicit offers to buy the Offered Shares at a time when the Prospectus is not yet available to prospective purchasers, and any event shall occur or condition exist as a result of which it is necessary to amend or supplement the Time of Sale Prospectus so that the Time of Sale Prospectus does not include an 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 when delivered to a prospective purchaser, not misleading, or if any event shall occur or condition exist as a result of which the Time of Sale Prospectus conflicts with the information contained in the Registration Statement, or if, in the opinion of counsel for the Underwriters, it is necessary to amend or supplement the Time of Sale Prospectus to comply with applicable law, the Company shall (subject to Section 3(b) and Section 3(c) hereof) promptly prepare, file with the Commission and furnish, at its own expense, to the Underwriters and to any dealer upon request, either amendments or supplements to the Time of Sale Prospectus so that the statements in the Time of Sale Prospectus as so amended or supplemented will not include an 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 when delivered to a prospective purchaser, not misleading or so that the Time of Sale Prospectus, as amended or supplemented, will no longer conflict with the information contained in the Registration Statement, or so that the Time of Sale Prospectus, as amended or supplemented, will comply with applicable law.

  • Copies of any Amendments and Supplements to a Prospectus The Company will furnish the Placement Agent, without charge, during the period beginning on the date hereof and ending on the later of the last Closing Date of the Offering, as many copies of any Prospectus or prospectus supplement and any amendments and supplements thereto, as the Placement Agent may reasonably request.

  • Amendments and Supplements to the Registration Statement, Disclosure Package and Prospectus and Other Securities Act Matters If, during the Prospectus Delivery Period, any event shall occur or condition exist as a result of which the Disclosure Package or the Prospectus, as then amended or supplemented, would include any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made or then prevailing, as the case may be, not misleading, or if it shall be necessary to amend or supplement the Disclosure Package or the Prospectus, or to file under the Exchange Act any document incorporated or deemed to be incorporated by reference in the Disclosure Package or the Prospectus, in order to make the statements therein, in the light of the circumstances under which they were made or then prevailing, as the case may be, not misleading, or if, in the reasonable judgment of the Ventas Entities or their counsel, it is otherwise necessary to amend or supplement the Registration Statement, the Disclosure Package or the Prospectus, or to file under the Exchange Act any document incorporated or deemed to be incorporated by reference in the Disclosure Package or the Prospectus, or to file a new registration statement containing the Prospectus, in order to comply with applicable law, including in connection with the delivery of the Prospectus, the Ventas Entities agree to (i) notify the Representatives of any such event or condition and (ii) upon reasonable notice to the Representatives and subject to Section 3(a) hereof, promptly prepare and file with the Commission (and use their commercially reasonable efforts to have any amendment to the Registration Statement or any new registration statement declared effective) and furnish to the Underwriters and to dealers, such amendments or supplements to the Registration Statement, the Disclosure Package or the Prospectus, or any new registration statement, necessary in order to make the statements in the Disclosure Package or the Prospectus, as so amended or supplemented, in the light of the circumstances under which they were made or then prevailing, as the case may be, not misleading or so that the Registration Statement, the Disclosure Package or the Prospectus, as amended or supplemented, will comply with applicable law.

  • Amendments and Supplements to the Registration Statement, Prospectus and Other Securities Act Matters If, during the Prospectus Delivery Period, any event or development shall occur or condition exist as a result of which the Disclosure Package or the Prospectus as then amended or supplemented would include any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements therein in the light of the circumstances under which they were made, as the case may be, not misleading, or if it shall be necessary to amend or supplement the Disclosure Package or the Prospectus, in order to make the statements therein, in the light of the circumstances under which they were made, as the case may be, not misleading, or if in the opinion of the Underwriters it is otherwise necessary to amend or supplement the Registration Statement, the Disclosure Package or the Prospectus, or to file a new registration statement containing the Prospectus, in order to comply with law, including in connection with the delivery of the Prospectus, the Company agrees to (i) notify the Underwriters of any such event or condition (unless such event or condition was previously brought to the Company’s attention by the Underwriters during the Prospectus Delivery Period) and (ii) promptly prepare (subject to Section 3(a) and Section 3(f) hereof), file with the Commission (and use its commercially reasonable efforts to have any amendment to the Registration Statement or any new registration statement to be declared effective) and furnish at its own expense to the Underwriters and to dealers, amendments or supplements to the Registration Statement, the Disclosure Package or the Prospectus, or any new registration statement, necessary in order to make the statements in the Disclosure Package or the Prospectus as so amended or supplemented, in the light of the circumstances under which they were made, as the case may be, not misleading or so that the Registration Statement, the Disclosure Package or the Prospectus, as amended or supplemented, will comply with law.