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Wyoming Underwriting Agreement between Telaxis Communications Corp. and Credit Suisse First Boston Corp. regarding issuance and sale of shares of common stock

State:
Multi-State
Control #:
US-EG-9397
Format:
Word; 
Rich Text
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Underwriting Agreement between Telaxis Communications Corporation and Credit Suisse First Boston Corporation regarding the issuance and sale of shares of common stock dated 00/00. 25 pages. Title: Wyoming Underwriting Agreement: Tel axis Communications Corp. and Credit Suisse First Boston Corp. Introduction: The Wyoming Underwriting Agreement between Tel axis Communications Corp. and Credit Suisse First Boston Corp. outlines the terms and conditions for the issuance and sale of shares of common stock. This agreement serves as a crucial legal document defining the responsibilities and obligations of both parties involved in the underwriting process. In this article, we will delve into the details of the Wyoming Underwriting Agreement, its significance, and potential variations. Keywords: Wyoming Underwriting Agreement, Tel axis Communications Corp., Credit Suisse First Boston Corp., issuance and sale of shares of common stock. Understanding the Wyoming Underwriting Agreement: The Wyoming Underwriting Agreement is a legally binding contract between Tel axis Communications Corp. and Credit Suisse First Boston Corp. in which Credit Suisse acts as the underwriter for the issuance and sale of Tel axis's common stock. The underwriter is responsible for ensuring the successful execution of the offering and for purchasing the shares from Tel axis, subsequently selling them to investors on the market. Terms and Provisions: 1. Issuance of Shares: The agreement specifies the number of shares to be issued, the price at which they will be sold, and any other specific terms related to the offering. 2. Closing Date and Conditions: The agreement outlines the closing date for the offering, contingent upon certain conditions such as regulatory approvals, due diligence, and market conditions. 3. Representations and Warranties: Both parties provide various representations and warranties affirming the accuracy of information, compliance with applicable laws, absence of material adverse changes, and disclosure of any relevant information. 4. Selling Restrictions: The agreement may include provisions regarding any selling restrictions imposed by regulatory bodies, ensuring compliance with applicable securities laws. 5. Underwriter's Duties and Compensation: The agreement defines the underwriter's role in marketing and distributing the shares, along with the compensation they will receive, usually in the form of underwriting fees and/or a discount on the purchase price of the shares. Potential Variations: 1. Standby Underwriting Agreement: A standby underwriting agreement may be used when the issuer wishes to distribute shares through a rights offering or any other type of offering where existing shareholders have the chance to purchase additional shares. It provides a safety net by ensuring that the underwriter will purchase any remaining shares not acquired by existing shareholders. 2. Firm Commitment Underwriting Agreement: This type of underwriting agreement guarantees the underwriter's commitment to purchase all the shares from the issuer, regardless of whether they can be resold to investors. This offers the issuer assurance of raising the necessary funds. Conclusion: The Wyoming Underwriting Agreement between Tel axis Communications Corp. and Credit Suisse First Boston Corp. plays a critical role in facilitating the smooth and regulated issuance and sale of Tel axis's common stock. By establishing the terms and conditions, responsibilities, and obligations of the involved parties, this agreement ensures transparency, compliance, and successful completion of the offering process. Standby and firm commitment underwriting agreements are two potential variations that provide additional flexibility and support in specific scenarios.

Title: Wyoming Underwriting Agreement: Tel axis Communications Corp. and Credit Suisse First Boston Corp. Introduction: The Wyoming Underwriting Agreement between Tel axis Communications Corp. and Credit Suisse First Boston Corp. outlines the terms and conditions for the issuance and sale of shares of common stock. This agreement serves as a crucial legal document defining the responsibilities and obligations of both parties involved in the underwriting process. In this article, we will delve into the details of the Wyoming Underwriting Agreement, its significance, and potential variations. Keywords: Wyoming Underwriting Agreement, Tel axis Communications Corp., Credit Suisse First Boston Corp., issuance and sale of shares of common stock. Understanding the Wyoming Underwriting Agreement: The Wyoming Underwriting Agreement is a legally binding contract between Tel axis Communications Corp. and Credit Suisse First Boston Corp. in which Credit Suisse acts as the underwriter for the issuance and sale of Tel axis's common stock. The underwriter is responsible for ensuring the successful execution of the offering and for purchasing the shares from Tel axis, subsequently selling them to investors on the market. Terms and Provisions: 1. Issuance of Shares: The agreement specifies the number of shares to be issued, the price at which they will be sold, and any other specific terms related to the offering. 2. Closing Date and Conditions: The agreement outlines the closing date for the offering, contingent upon certain conditions such as regulatory approvals, due diligence, and market conditions. 3. Representations and Warranties: Both parties provide various representations and warranties affirming the accuracy of information, compliance with applicable laws, absence of material adverse changes, and disclosure of any relevant information. 4. Selling Restrictions: The agreement may include provisions regarding any selling restrictions imposed by regulatory bodies, ensuring compliance with applicable securities laws. 5. Underwriter's Duties and Compensation: The agreement defines the underwriter's role in marketing and distributing the shares, along with the compensation they will receive, usually in the form of underwriting fees and/or a discount on the purchase price of the shares. Potential Variations: 1. Standby Underwriting Agreement: A standby underwriting agreement may be used when the issuer wishes to distribute shares through a rights offering or any other type of offering where existing shareholders have the chance to purchase additional shares. It provides a safety net by ensuring that the underwriter will purchase any remaining shares not acquired by existing shareholders. 2. Firm Commitment Underwriting Agreement: This type of underwriting agreement guarantees the underwriter's commitment to purchase all the shares from the issuer, regardless of whether they can be resold to investors. This offers the issuer assurance of raising the necessary funds. Conclusion: The Wyoming Underwriting Agreement between Tel axis Communications Corp. and Credit Suisse First Boston Corp. plays a critical role in facilitating the smooth and regulated issuance and sale of Tel axis's common stock. By establishing the terms and conditions, responsibilities, and obligations of the involved parties, this agreement ensures transparency, compliance, and successful completion of the offering process. Standby and firm commitment underwriting agreements are two potential variations that provide additional flexibility and support in specific scenarios.

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Wyoming Underwriting Agreement between Telaxis Communications Corp. and Credit Suisse First Boston Corp. regarding issuance and sale of shares of common stock