Sub-underwriting Clause Samples

The Sub-underwriting clause defines the arrangement where a party agrees to take up a portion of securities or shares that are not subscribed for by the public in an offering. In practice, this means that if an initial public offering or rights issue is under-subscribed, the sub-underwriter will purchase the remaining unsold shares, thereby ensuring the issuer receives the intended capital. This clause is essential for providing financial certainty to the issuer and reducing the risk that the offering will fail to raise the targeted funds.
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Sub-underwriting. The Hong Kong Underwriters shall be entitled to enter into sub-underwriting agreements in respect of any part of their respective Hong Kong Public Offering Underwriting Commitments, provided that no Hong Kong Underwriter shall offer or sell any Hong Kong Offer Shares in connection with any such sub-underwriting arrangements to any person in respect of whom such offer or sale would be in contravention of the Listing Rules, applicable Laws or any selling restrictions set out in any of the Offering Documents. All sub-underwriting commission shall be borne by the relevant Hong Kong Underwriter and shall not be for the account of the Company.
Sub-underwriting. Subject to any applicable law and regulation, the Underwriter shall be at liberty to sub- underwrite its underwriting obligations under this Agreement upon such terms and conditions as it deems fit. The Underwriter shall be responsible for all acts and matters done by the sub-underwriters appointed by it.
Sub-underwriting. The Hong Kong Underwriters shall be entitled to enter into sub- underwriting agreements in respect of any part of their respective Hong Kong Public Offering Underwriting Commitments, provided that as between the Company and that Hong Kong Underwriter only, the relevant Hong Kong Underwriter shall remain liable for all acts and omissions of the relevant sub-underwriters with whom it has entered into sub-underwriting agreements and no Hong Kong Underwriter shall offer or sell any Hong Kong Offer Shares in connection with any such sub-underwriting arrangements to any person in respect of whom such offer or sale would be in contravention of the Listing Rules, applicable Laws or any selling restrictions set out in any of the Offering Documents. All sub-underwriting commission shall be borne by the relevant Hong Kong Underwriter and shall not be for the account of the Company.
Sub-underwriting. Without limiting the Underwriter’s liability under clause 2.1, the Underwriter may appoint sub-underwriters to sub-underwrite the Entitlement Issue, on such terms and conditions as the Underwriter determines.
Sub-underwriting. Each of the Hong Kong Underwriters severally undertakes that, from the date of this Agreement until the Relevant Time, it will not sub-underwrite its Hong Kong Underwriting Commitment under this Agreement or enter into any transaction involving the Shares or securities, derivatives or other instruments relating to the Shares which is intended to have the economic effect of hedging or otherwise mitigating the economic risk associated with its Hong Kong Underwriting Commitment under this Agreement. The foregoing restrictions shall not apply to the ordinary course sales and trading and other activities of any Hong Kong Underwriter that are unrelated to and do not directly conflict with their obligations to underwrite pursuant to Clause 5.4 and in particular (but without limitation) (save as prohibited by law) shall not apply to: 4.5.1 transactions that involve any securities or derivatives that reference any existing and established sector or market index, provided that the weighting of the Shares in any such sector or market index does not exceed 15 per cent. of the index; 4.5.2 proprietary positions in the Company's securities or in derivatives related to the Company's securities held or entered into by the Hong Kong Underwriters or any of their affiliates in the ordinary course of business prior to the date of this Agreement; or 4.5.3 transactions relating to ordinary course market making or facilitating customer transactions, and any such transactions shall be effected in compliance with applicable Laws. Notwithstanding the foregoing, each Appointee may transfer any Shares allotted to them pursuant to this Agreement to any one or more of its Affiliates.
Sub-underwriting. OUB shall be at liberty to sub-underwrite its underwriting obligations under this Agreement upon such terms and conditions as set out in a letter dated [17th September, 199] from OUB to the Company. Citicorp shall not sub-underwrite its underwriting obligations under this Agreement.
Sub-underwriting. The Hong Kong Underwriters shall be entitled to enter into sub-underwriting arrangements in respect of any part of their respective Hong Kong Underwriting Commitments, provided that no Hong Kong Underwriter shall offer or sell Hong Kong Offer Shares in connection with any such sub-underwriting to any person in respect of whom such offer or sale would be in contravention of applicable Laws and the selling restrictions set out in the Hong Kong Prospectus. All sub-underwriting commission shall be borne by the relevant Hong Kong Underwriter absolutely. For the avoidance of doubt, in the event a sub-underwriter is appointed under this Clause 3.12, such relevant Hong Kong Underwriter shall remain liable for the acts and omissions of the sub-underwriter with whom it has entered into sub-underwriting arrangements, and none of the Warrantors owes any duty or obligations to any of the sub-underwriters so appointed nor any of the representations and warranties set out in Schedule 3 are for the benefit of such sub-underwriter.‌
Sub-underwriting. The Underwriter may have all or part of the Underwriter's Commitment sub-underwritten. However, such sub-underwriting will not affect the Underwriter's liability to the Company.
Sub-underwriting. The Public Offer Underwriters shall be entitled to enter into sub-underwriting arrangements in respect of any part of their respective Public Offer Underwriting Commitments, PROVIDED THAT the Public Offer Underwriters shall use the form of sub-underwriting letter as approved by the Sole Overall Coordinator for this purpose and PROVIDED FURTHER THAT no Public Offer Underwriter shall offer the Public Offer Shares in connection with any such sub-underwriting to any person in respect of whom such offer would be in contravention of applicable Laws. All sub-underwriting commission shall be borne by the relevant Public Offer Underwriter absolutely. The relevant Public Offer Underwriters shall remain fully liable for all acts and omissions of any sub-underwriters appointed, subject to Clause 9.
Sub-underwriting. Citicorp shall be at liberty to sub-underwrite its underwriting obligations under this Agreement upon such terms and conditions as it deems fit. OUB shall not sub-underwrite its underwriting obligations under this Agreement without the prior written consent of Citicorp.