Common use of Offering by the Initial Purchaser Clause in Contracts

Offering by the Initial Purchaser. (a) It is understood that the Initial Purchaser will offer and sell the Notes in accordance with this Section as soon as they deem it advisable to do so. The Notes are to be initially offered at the offering price set forth in the Memorandum. The Initial Purchaser may from time to time thereafter change the price and other selling terms. (b) The Initial Purchaser represents and agrees that neither it nor any person acting on its behalf has engaged or will engage in any form of general solicitation or general advertising (as those terms are used in Regulation D under the Act). (c) The Initial Purchaser also represents and agrees that it has not entered and will not enter into any contractual arrangement with any distributor with respect to the distribution or delivery of the Notes, except with its affiliates or with the prior written consent of LNR.