Common use of Certain Defined Terms Clause in Contracts

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 495 contracts

Sources: Underwriting Agreement (NIQ Global Intelligence PLC), Underwriting Agreement (AeroVironment Inc), Underwriting Agreement (AeroVironment Inc)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 110 contracts

Sources: Underwriting Agreement (GDS Holdings LTD), Underwriting Agreement (Ormat Technologies, Inc.), Underwriting Agreement (ONE Gas, Inc.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities ActAct ; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 84 contracts

Sources: Underwriting Agreement (IonQ, Inc.), Underwriting Agreement (Ategrity Specialty Holdings LLC), Underwriting Agreement (Paychex Inc)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities ActAct ; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 37 contracts

Sources: Equity Underwriting Agreement (ONE Gas, Inc.), Equity Underwriting Agreement (ONE Gas, Inc.), Equity Underwriting Agreement (ONE Gas, Inc.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; Act and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 26 contracts

Sources: Underwriting Agreement (Ferrari N.V.), Underwriting Agreement (Grid Dynamics Holdings, Inc.), Underwriting Agreement (SOPHiA GENETICS SA)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term "affiliate" has the meaning set forth in Rule 405 under the Securities Act; (b) the term "business day" means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term "subsidiary" has the meaning set forth in Rule 405 under the Securities Act; and (d) the term "significant subsidiary" has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 21 contracts

Sources: Purchase Agreement (Semtech Corp), Underwriting Agreement (Brown & Brown, Inc.), Underwriting Agreement (Brown & Brown, Inc.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term "affiliate" has the meaning set forth in Rule 405 under the Securities Act; (b) the term "business day" means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term "Exchange Act" means the Securities Exchange Act of 1934, as amended; and (d) the term "subsidiary" has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 13 contracts

Sources: Purchase Agreement (WXON, Inc.), Purchase Agreement (General Maritime Corp/), Purchase Agreement (Cornell Corrections of Rhode Island, Inc.)

Certain Defined Terms. For purposes of this Agreement, (ai) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (bii) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (ciii) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (div) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 10 contracts

Sources: Underwriting Agreement (Adobe Inc.), Underwriting Agreement (Roper Technologies Inc), Underwriting Agreement (Adobe Inc.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 02(w) of Regulation S-X under the Exchange Act.

Appears in 10 contracts

Sources: Underwriting Agreement (Brunswick Corp), Underwriting Agreement (Brunswick Corp), Underwriting Agreement (Brunswick Corp)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 02(a) of Regulation S-X under the Exchange Act.

Appears in 10 contracts

Sources: Underwriting Agreement (MKS Instruments Inc), Underwriting Agreement (Atotech LTD), Underwriting Agreement (Axalta Coating Systems Ltd.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act, as applied at the end of the Company’s most recently completed fiscal quarter.

Appears in 8 contracts

Sources: Underwriting Agreement (Medtronic PLC), Underwriting Agreement (Medtronic PLC), Underwriting Agreement (Medtronic PLC)

Certain Defined Terms. For purposes of this Agreement, : (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 7 contracts

Sources: Underwriting Agreement (Waystar Holding Corp.), Underwriting Agreement (Waystar Holding Corp.), Underwriting Agreement (Waystar Holding Corp.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 02(w) of Regulation S-X under the Exchange Act.

Appears in 7 contracts

Sources: Underwriting Agreement (Portland General Electric Co /Or/), Underwriting Agreement (Vantiv, Inc.), Underwriting Agreement (Vantiv, Inc.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term "affiliate" has the meaning set forth in Rule 405 under the Securities Act; (b) the term "business day" means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term "subsidiary" has the meaning set forth in Rule 405 under the Securities Act; and (d) the term "significant subsidiary" has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 6 contracts

Sources: Underwriting Agreement (TNS Inc), Underwriting Agreement (Fossil Inc), Underwriting Agreement (Accuray Inc)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act” means the Securities Exchange Act of 1934, as amended.

Appears in 6 contracts

Sources: Underwriting Agreement (Michaels Companies, Inc.), Underwriting Agreement (Michaels Companies, Inc.), Underwriting Agreement (Dunkin' Brands Group, Inc.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “Exchange Act” means the Securities Exchange Act of 1934, as amended; and (d) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 5 contracts

Sources: Underwriting Agreement (GeoEye, Inc.), Purchase Agreement (Eye Care Centers of America Inc), Purchase Agreement (Delta Petroleum Corp/Co)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has means any wholly owned subsidiary of the meaning set forth in Rule 405 under the Securities ActCompany; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 5 contracts

Sources: Underwriting Agreement (Alnylam Pharmaceuticals, Inc.), Underwriting Agreement (Alnylam Pharmaceuticals, Inc.), Underwriting Agreement (Alnylam Pharmaceuticals, Inc.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than Saturday, a day on which banks are permitted Sunday or required to be closed a legal public holiday as defined in New York City5 U.S.C. §6103; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 5 contracts

Sources: Underwriting Agreement (United States Steel Corp), Underwriting Agreement (United States Steel Corp), Underwriting Agreement (United States Steel Corp)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange ActAct and consists of the entities listed on Schedule 2 hereto.

Appears in 4 contracts

Sources: Purchase Agreement (Palo Alto Networks Inc), Purchase Agreement (Palo Alto Networks Inc), Purchase Agreement

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act. In addition, the terms that follow, when used in this Agreement, shall have the meanings indicated.

Appears in 4 contracts

Sources: Underwriting Agreement (Service Corp International), Underwriting Agreement (Service Corp International), Underwriting Agreement (Service Corp International)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York CityCity or London, England; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 4 contracts

Sources: Underwriting Agreement (Avery Dennison Corp), Underwriting Agreement (Berkshire Hathaway Inc), Underwriting Agreement (Berkshire Hathaway Inc)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 4 contracts

Sources: Underwriting Agreement (Seer, Inc.), Underwriting Agreement (Seer, Inc.), Underwriting Agreement (Clearwire Corp /DE)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (cCity;(c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 4 contracts

Sources: Underwriting Agreement (Carpenter Technology Corp), Underwriting Agreement (Carpenter Technology Corp), Underwriting Agreement (Carpenter Technology Corp)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York CityCity or Santiago, Chile; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 3 contracts

Sources: Underwriting Agreement, Underwriting Agreement (Cencosud S.A.), Underwriting Agreement (Cencosud S.A.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City, New York; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 3 contracts

Sources: Underwriting Agreement (Eastman Chemical Co), Underwriting Agreement (Eastman Chemical Co), Underwriting Agreement (Eastman Chemical Co)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act. The terms that follow, when used in this Agreement, shall have the meanings indicated.

Appears in 3 contracts

Sources: Dealer Manager Agreement, Dealer Manager Agreement (Cemex Sab De Cv), Dealer Manager Agreement (Cemex Sab De Cv)

Certain Defined Terms. For purposes of this Agreement, (ai) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (bii) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (ciii) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (div) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 2 contracts

Sources: Underwriting Agreement (Roper Industries Inc), Underwriting Agreement (Roper Industries Inc)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term "affiliate" has the meaning set forth in Rule 405 under the Securities Act; (b) the term "business day" means any day other than Saturday, a day on which banks are permitted Sunday or required to be closed a legal public holiday as defined in New York City5 U.S.C. 6103; (c) the term "subsidiary" has the meaning set forth in Rule 405 under the Securities Act; and (d) the term "significant subsidiary" has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 2 contracts

Sources: Underwriting Agreement (United States Steel Corp), Underwriting Agreement (United States Steel Corp)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 02(w) of Regulation S-X under the Exchange Act.

Appears in 2 contracts

Sources: Underwriting Agreement (Fidelis Insurance Holdings LTD), Underwriting Agreement (Fidelis Insurance Holdings LTD)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 1.02 of Regulation S-X under the Exchange Act.

Appears in 2 contracts

Sources: Underwriting Agreement (Polypore International, Inc.), Underwriting Agreement (Polypore International, Inc.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiarySignificant Subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 2 contracts

Sources: Underwriting Agreement (Trinity Industries Inc), Underwriting Agreement (Trinity Industries Inc)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 2 contracts

Sources: Underwriting Agreement (nVent Electric PLC), Underwriting Agreement (Novavax Inc)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York CityCity or in Hong Kong; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 2 contracts

Sources: Underwriting Agreement (CNOOC Finance (2015) U.S.A. LLC), Underwriting Agreement (CNOOC Finance (2013) Ltd.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City or Mexico City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities ActAct ; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 2 contracts

Sources: Underwriting Agreement (BBB Foods Inc), Underwriting Agreement (BBB Foods Inc)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term "affiliate" has the meaning set forth in Rule 405 under the Securities Act; (b) the term "business day" means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term "subsidiary” has " refers to the meaning set forth entities listed in Rule 405 under the Securities ActSchedule 4 hereto; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 2 contracts

Sources: Purchase Agreement (Bread Financial Holdings, Inc.), Purchase Agreement (Bread Financial Holdings, Inc.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (nVent Electric PLC)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities ActAct ; and (d) the term “significant subsidiarySignificant Subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (Oshkosh Corp)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term "affiliate" has the meaning set forth in Rule 405 under the Securities Act; (b) the term "business day" means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term "subsidiary" has the meaning set forth in Rule 405 under the Securities ActAct ; and (d) the term "significant subsidiary" has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act. Miscellaneous.

Appears in 1 contract

Sources: Underwriting Agreement (Portland General Electric Co /Or/)

Certain Defined Terms. (a) For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (Ascentage Pharma Group International)

Certain Defined Terms. For purposes of this Agreement, (ac) except where otherwise expressly provided, the term "affiliate" has the meaning set forth in Rule 405 under the Securities Act; (b) the term "business day" means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term "subsidiary" has the meaning set forth in Rule 405 under the Securities Act; and (d) the term "significant subsidiary" has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (Kansas City Southern)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term "affiliate" has the meaning set forth in Rule 405 under the Securities Act; (b) the term "business day" means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term "subsidiary" has the meaning set forth in Rule 405 under the Securities ActAct ; and (d) the term “significant subsidiary” "Significant Subsidiary" has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (Oshkosh Corp)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X 405 under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (Bloomfield Bakers, a California Limited Partnership)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term "affiliate" has the meaning set forth in Rule 405 under the Securities Act; (b) the term "business day" means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term "Exchange Act" means the Securities Exchange Act of 1934, as amended and; (d) the term "subsidiary" has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Purchase Agreement (Dominos Inc)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term "affiliate" has the meaning set forth in Rule 405 under the Securities Act; (b) the term "business day" means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term "subsidiary" has the meaning set forth in Rule 405 under the Securities ActAct ; and (d) the term "significant subsidiary" has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (Banner Corp)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has had the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (Hecla Mining Co/De/)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term "affiliate" has the meaning set forth in Rule 405 under the Securities Act; (b) the term "business day" means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiaryExchange Acthas the meaning set forth in Rule 405 under means the Securities ActExchange Act of 1934, as amended; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.)

Appears in 1 contract

Sources: Purchase Agreement (Cemex Sa De Cv)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; Act and (d) the term “significant subsidiary” has the meaning set forth in Rule Rile 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (Sage Therapeutics, Inc.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; Act and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (CHC Group Ltd.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in London, Amsterdam, Prague or New York CityYork; (c) the term “Exchange Act” means the U.S. Securities Exchange Act of 1934, as amended; and (d) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Purchase Agreement (Telesystem International Wireless Inc)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.. 37

Appears in 1 contract

Sources: Underwriting Agreement (Terns Pharmaceuticals, Inc.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; Act ; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (Novavax Inc)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business dayBusiness Day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Purchase Agreement (Dropbox, Inc.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has means any wholly-owned subsidiary of the meaning set forth in Rule 405 under the Securities ActCompany; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (Alnylam Pharmaceuticals, Inc.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiaryExchange Act” means the Securities Exchange Act of 1934, as amended; and (d) the term “written communication” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Purchase Agreement (Lee Enterprises, Inc)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (cand(c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (Similarweb Ltd.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (NewStar Financial, Inc.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities ActAct ; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (United States Steel Corp)

Certain Defined Terms. For purposes of this Agreement, (a) 1.1.1.1. except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) 2. 1.1.1. the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) and 3.1.1.1. the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 02(w) of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (Vantiv, Inc.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than Saturday, a day on which banks are permitted Sunday or required to be closed a legal public holiday as defined in New York City5 U.S.C. §6103; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities ActAct ; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (United States Steel Corp)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 1 -02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (Granite Point Mortgage Trust Inc.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; , and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (Chegg, Inc)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; Act and (d) the term “significant subsidiarySignificant Subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (Trinity Industries Inc)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 02(w)(2) of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (AppLovin Corp)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term "affiliate" has the meaning set forth in Rule 405 under the Securities Act; (b) the term "business day" means any day other than a day on which banks are permitted or required to be closed in New York CityCity and Springfield, Illinois; (c) the term "subsidiary" has the meaning set forth in Rule 405 under the Securities Act; and (d) the term "significant subsidiary" has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (Horace Mann Educators Corp /De/)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has "affiliate"has the meaning set forth in Rule 405 under the Securities Act; (b) the term "business day" means any day other than a day on which banks are permitted or required to be closed in New York City; and (c) the term "subsidiary" has the meaning set forth in Rule 405 under the Securities Act; and (d) the term "significant subsidiary" has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (TNS Inc)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York CityCity and Springfield, Illinois; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (Horace Mann Educators Corp /De/)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York CityCity or Wilmington, Delaware; (c) the term “Exchange Act” means the Securities Exchange Act of 1934, as amended; and (d) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Purchase Agreement (Crum & Forster Holdings Corp)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange ActAct .

Appears in 1 contract

Sources: Underwriting Agreement (PERRIGO Co PLC)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Article 1, Rule 1-02 02(w) of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Purchase Agreement (Marcus Corp)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities ActAct ; and (d) the term “significant subsidiary” has the meaning the set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (Sotera Health Co)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (Nine Energy Service, Inc.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; , (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; , (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; Act and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Placement Agency Agreement (Oncothyreon Inc.)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act].

Appears in 1 contract

Sources: Underwriting Agreement (Hotels.com GP, LLC)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York City; (c) the term “Exchange Act” means the Securities Exchange Act of 1934, as amended and (d) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities Act; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Purchase Agreement (Deluxe Corp)

Certain Defined Terms. For purposes of this Agreement, (a) except where otherwise expressly provided, the term “affiliate” has the meaning set forth in Rule 405 under the Securities Act; (b) the term “business day” means any day other than a day on which banks are permitted or required to be closed in New York CityCity or Halifax; and (c) the term “subsidiary” has the meaning set forth in Rule 405 under the Securities ActAct ; and (d) the term “significant subsidiary” has the meaning set forth in Rule 1-02 of Regulation S-X under the Exchange Act.

Appears in 1 contract

Sources: Underwriting Agreement (Emera Inc)