Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 52 contracts

Samples: Stock Purchase Agreement (PSM Holdings Inc), Stock Purchase Agreement (PSM Holdings Inc), Stock Purchase Agreement (PSM Holdings Inc)

Integration. The Company shall not, and shall use its best efforts to ensure ~~that~~ that, no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 37 contracts

Samples: Convertible Preferred Stock Purchase Agreement (E Digital Corp), Convertible Preferred Stock Purchase Agreement (Hawker Pacific Aerospace), Secured Convertible Debenture Purchase Agreement (Digital Descriptor Systems Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Purchasers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 34 contracts

Samples: Securities Purchase Agreement (Oncolix, Inc.), Securities Purchase Agreement (Advanced Environmental Petroleum Producers Inc.), Securities Purchase Agreement (Worldgate Communications Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no ~~Affiliate~~ affiliate of the Company shall, after the date hereof, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security ~~(as defined in Section 2 of the Securities Act)~~ that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Subscribers.

Appears in 33 contracts

Samples: Subscription Agreement (Bullfrog Gold Corp.), Subscription Agreement (Bullfrog Gold Corp.), Subscription Agreement (McGlothlin Holdings, Ltd.)

Appears in 31 contracts

Samples: Securities Purchase Agreement (Path 1 Network Technologies Inc), Securities Purchase Agreement (Hollis Eden Pharmaceuticals Inc /De/), Securities Purchase Agreement (Hollis Eden Pharmaceuticals Inc /De/)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Investors or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 25 contracts

Samples: Securities Purchase Agreement (NanoVibronix, Inc.), Securities Purchase Agreement (NanoVibronix, Inc.), Securities Purchase Agreement (NanoVibronix, Inc.)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchaser.

Appears in 23 contracts

Samples: Convertible Preferred Stock Purchase Agreement (O2diesel Corp), Security Agreement (Miscor Group, Ltd.), Convertible Debenture Purchase Agreement (Global It Holdings Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no ~~Affiliate~~ affiliate of the Company shall, after the date hereof, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security ~~(as defined in Section 2 of the Securities Act)~~ that would be integrated with the offer or sale of the ~~Securities~~ Units in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Units to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Subscribers.

Appears in 22 contracts

Samples: Subscription Agreement for Units (Bullfrog Gold Corp.), Subscription Agreement (Polarityte, Inc.), Subscription Agreement (Digital Power Corp)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers~~Investors, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 20 contracts

Samples: Securities Purchase Agreement (Authentidate Holding Corp), Securities Purchase Agreement (Emerge Interactive Inc), Securities Purchase Agreement (Emerge Interactive Inc)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonably efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Investors or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 18 contracts

Samples: Securities Purchase Agreement (CareDx, Inc.), Securities Purchase Agreement (CareDx, Inc.), Securities Purchase Agreement (Regado Biosciences Inc)

Integration. The Company shall not, and shall use its best efforts to ensure ~~that~~ that, no Affiliate ~~of the Company~~ shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchaser.

Appears in 16 contracts

Samples: Stock Purchase Agreement (Planet Entertainment Corp), Convertible Preferred Stock Purchase Agreement (Ecogen Inc), Convertible Preferred Stock Purchase Agreement (Tanisys Technology Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Purchaser or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 16 contracts

Samples: Securities Purchase Agreement (White River Energy Corp.), Securities Purchase Agreement (White River Energy Corp.), Securities Purchase Agreement (White River Energy Corp.)

Integration. The Company shall not, and shall use ~~its best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Purchasers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 12 contracts

Samples: Securities Purchase Agreement (International Isotopes Inc), Securities Purchase Agreement (International Isotopes Inc), Securities Purchase Agreement (International Isotopes Inc)

Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Investors.

Appears in 12 contracts

Samples: Securities Purchase Agreement (Alseres Pharmaceuticals Inc /De), Securities Purchase Agreement (Alseres Pharmaceuticals Inc /De), Securities Purchase Agreement (Alseres Pharmaceuticals Inc /De)

Integration. The Company shall not, and shall use its best efforts to ensure that no ~~Affiliate~~ affiliate of the Company shall, after the date hereof, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security ~~(as defined in Section 2 of the Securities Act)~~ that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Subscribers.

Appears in 12 contracts

Samples: Subscription Agreement (Sevion Therapeutics, Inc.), Subscription Agreement (Function(x) Inc.), Subscription Agreement (Function(x) Inc.)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of ~~the Securities~~ this Warrant in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Warrant to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Holder.

Appears in 10 contracts

Samples: Securities Purchase Agreement (Cipher Pharmaceuticals Inc), Credit Agreement (Verenium Corp), Registration Rights Agreement (Verenium Corp)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the issue or sale of the Securities to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchaser.

Appears in 10 contracts

Samples: Convertible Debenture Purchase Agreement (Innovacom Inc), Convertible Preferred Stock Purchase Agreement (Say Yes Foods Inc), Convertible Debenture Purchase Agreement (Innovacom Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the ~~Securities~~ 1933 Act) that ~~would~~ will be integrated with the offer or sale of the Securities in a manner that would require the registration under the ~~Securities~~ 1933 Act of the sale of the Securities to the ~~Purchasers~~Investor, or that ~~would~~ will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market that would require, under the rules of the Trading Market, the Shareholder Approval.

Appears in 10 contracts

Samples: Securities Purchase Agreement (Know Labs, Inc.), Securities Purchase Agreement (Abvc Biopharma, Inc.), Securities Purchase Agreement (Abvc Biopharma, Inc.)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers~~Purchaser, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 9 contracts

Samples: Securities Purchase Agreement (Starr Insurance Holdings, Inc.), Securities Purchase Agreement (GRANDPARENTS.COM, Inc.), Securities Purchase Agreement (GRANDPARENTS.COM, Inc.)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 9 contracts

Samples: Escrow Agreement (Smartire Systems Inc), Securities Purchase Agreement (Smartire Systems Inc), Securities Purchase Agreement (Smartire Systems Inc)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that ~~would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would~~ will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading ~~Market~~Market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.

Appears in 9 contracts

Samples: Securities Purchase Agreement (Torchlight Energy Resources Inc), Securities Purchase Agreement (McCabe Greg), Securities Purchase Agreement (Z Trim Holdings, Inc)

Appears in 8 contracts

Samples: Series B Preferred Stock Purchase Agreement (Wolverine Tube Inc), Series B Preferred Stock Purchase Agreement (Wolverine Tube Inc), Series B Preferred Stock Purchase Agreement (Alpine Group Inc /De/)

Integration. The Company shall not, and shall use its best efforts to ensure ~~that~~ that, no Affiliate ~~of the Company~~ shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Purchasers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of ~~any Trading~~ the Nasdaq Stock Market.

Appears in 8 contracts

Samples: Securities Purchase Agreement (Cybershop International Inc), Securities Purchase Agreement (Fidelity Holdings Inc), Securities Purchase Agreement (Fidelity Holdings Inc)

Integration. The Company shall not, and shall use its best efforts to ensure ~~that~~ that, no Affiliate ~~of the Company~~ shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 8 contracts

Samples: Preferred Stock Purchase Agreement (Neotherapeutics Inc), Stock Purchase Agreement (E Digital Corp), Convertible Preferred Stock Purchase Agreement (Intelidata Technologies Corp)

Integration. The Company shall not, and shall use its best efforts to ensure ~~that~~ that, no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for the purposes of the rules and regulations of ~~any Trading Market~~NASDAQ.

Appears in 8 contracts

Samples: Registration Rights Agreement (Seranova Inc), Securities Purchase Agreement (Macrochem Corp), Securities Purchase Agreement (Lynx Therapeutics Inc)

Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Purchasers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 8 contracts

Samples: Securities Purchase Agreement (Sibling Group Holdings, Inc.), Securities Purchase Agreement (Shenzhen City Qianhai Xinshi Education Management Co., Ltd.), Securities Purchase Agreement (Dialogic Inc.)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchaser.

Appears in 8 contracts

Samples: Convertible Preferred Stock Purchase Agreement (MPLC, Inc.), Convertible Redeemable Preferred Stock Purchase Agreement (Miscor Group, Ltd.), Series a Preferred Stock Purchase Agreement (Oceanaut, Inc.)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares or the Underlying Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares or Underlying Shares to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchaser.

Appears in 7 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Glasgal Communications Inc), Convertible Preferred Stock Purchase Agreement (Century Aluminum Co), Convertible Preferred Stock Purchase Agreement (Glasgal Communications Inc)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the issue or sale of the Securities to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 7 contracts

Samples: Convertible Debenture Purchase Agreement (Fix Corp International Inc), Convertible Debenture Purchase Agreement (Fix Corp International Inc), Convertible Debenture Purchase Agreement (Eurotech LTD)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of ~~the Securities~~ this Warrant in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Warrant to the ~~Purchasers~~Holder, or that would be integrated with the offer or sale of the ~~Securities~~ Warrant Shares for purposes of the rules and regulations of any ~~Trading~~ Principal Market.

Appears in 6 contracts

Samples: Arbor Realty Trust Inc, Arbor Realty Trust Inc, Arbor Realty Trust Inc

Integration. The Company shall not, and shall use ~~its best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any ~~Trading~~ Principal Market.

Appears in 6 contracts

Samples: Subscription Agreement (Metron Technology N V), Securities Purchase Agreement (Dot Hill Systems Corp), Subscription Agreement (Metron Technology N V)

Appears in 6 contracts

Samples: Securities Purchase Agreement (Bam Entertainment Inc), Securities Purchase Agreement (Bam Entertainment Inc), Securities Purchase Agreement (Bam Entertainment Inc)

Integration. The Company shall not, and shall use ~~its best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that ~~would~~ will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Investors.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Geocom Resources Inc), Securities Purchase Agreement (Geocom Resources Inc), Securities Purchase Agreement (Geocom Resources Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the issue or sale of the Securities to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchaser.

Appears in 6 contracts

Samples: Convertible Debenture Purchase Agreement (JNC Opportunity Fund LTD), Convertible Debenture Purchase Agreement (Eurotech LTD), Convertible Debenture Purchase Agreement (Eurotech LTD)

Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Investors or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Scientific Learning Corp), Securities Purchase Agreement (Alseres Pharmaceuticals Inc /De), Securities Purchase Agreement (Alseres Pharmaceuticals Inc /De)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of ~~the Securities~~ this Warrant in a manner that would require the registration under the Securities Act of the sale of ~~the Securities~~ this Warrant to the ~~Purchasers,~~ Holder or ~~that would be integrated with the offer or sale~~ any assignee of the ~~Securities for purposes of the rules and regulations of any Trading Market~~Holder.

Appears in 6 contracts

Samples: Common Stock Purchase (Workhorse Group Inc.), Purchase Agreement (Vivus Inc), Common Stock Purchase (Workhorse Group Inc.)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities pursuant to this Agreement in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers~~Investors, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Daegis Inc.), Securities Purchase Agreement (Daegis Inc.), Securities Purchase Agreement (Unify Corp)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that ~~would~~ will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that ~~would~~ will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Nova Biosource Fuels, Inc.), Securities Purchase Agreement (Nova Biosource Fuels, Inc.), Securities Purchase Agreement (Valentis Inc)

Integration. The Company shall not, and shall use its best efforts to ensure ~~that~~ that, no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Purchasers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of ~~any Trading Market~~the NASDAQ.

Appears in 5 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Global Technologies LTD), Convertible Preferred Stock Purchase Agreement (Daw Technologies Inc /Ut), Securities Purchase Agreement (Safescience Inc)

Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the ~~Securities Act~~0000 Xxx) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the ~~Securities~~ 1933 Act of the sale of the Securities to the ~~Purchasers,~~ Subscribers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of ~~any Trading~~ the Principal Market.

Appears in 5 contracts

Samples: Subscription Agreement (TherapeuticsMD, Inc.), Subscription Agreement (TherapeuticsMD, Inc.), Subscription Agreement (TherapeuticsMD, Inc.)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to ~~the Purchasers~~Purchaser, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any ~~Trading~~ Principal Market.

Appears in 5 contracts

Samples: Convertible Note Purchase Agreement, Convertible Debenture Purchase Agreement (Health Systems Solutions Inc), Convertible Secured Debenture Purchase Agreement (Health Systems Solutions Inc)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the issue, offer or sale of the Securities to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 5 contracts

Samples: Series N Convertible Preferred Stock (Fonix Corp), Convertible Preferred Stock Purchase Agreement (Fonix Corp), Convertible Preferred Stock Purchase Agreement (Fonix Corp)

Integration. The Company shall not, and shall use its commercially reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the ~~Purchasers~~Purchaser, or that would be integrated with the offer or sale of the ~~Securities~~ Shares for purposes of the rules and regulations of any Trading Market.

Appears in 5 contracts

Samples: Common Stock Purchase Agreement (Intelligroup Inc), Common Stock Purchase Agreement (Venture Tech Assets Ltd.), Common Stock Purchase Agreement (SB Asia Infrastructure Fund L.P.)

Integration. The Company shall not, and shall use ~~its best~~ commercially reasonable efforts to ensure that no ~~Affiliate of the Company~~ affiliate thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the ~~Purchasers,~~ Investor or that would be integrated with the offer or sale of the ~~Securities~~ Shares for purposes of the rules and regulations of ~~any~~ the Trading Market.

Appears in 4 contracts

Samples: Investment Agreement (Spectrum Pharmaceuticals Inc), Investment Agreement (Spectrum Pharmaceuticals Inc), Investment Agreement (CASI Pharmaceuticals, Inc.)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the ~~Securities Act~~1000 Xxx) that ~~would~~ will be integrated with the offer or sale of the Securities in a manner that would require the registration under the ~~Securities~~ 1933 Act of the sale of the Securities to the ~~Purchasers~~Investor, or that ~~would~~ will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market that would require, under the rules of the Trading Market, stockholder approval.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Boxlight Corp), Securities Purchase Agreement (Boxlight Corp), Securities Purchase Agreement (Boxlight Corp)

Integration. The Company shall not, and shall use ~~its best~~ commercially reasonable efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Purchasers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Cortex Pharmaceuticals Inc/De/), Securities Purchase Agreement (Cortex Pharmaceuticals Inc/De/), Securities Purchase Agreement (Cortex Pharmaceuticals Inc/De/)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Purchasers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Bitzumi, Inc.), Securities Purchase Agreement (Internet Commerce Corp), Securities Purchase Agreement (Internet Commerce Corp)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Investor or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Tauriga Sciences, Inc.), Securities Purchase Agreement (Firstcity Financial Corp), Securities Purchase Agreement (Kinderhook Partners, Lp)

Integration. The Company shall not, and shall use its best efforts to ensure that ~~no Affiliate~~ none of ~~the Company~~ its affiliates shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the ~~Purchasers,~~ Investors or that would be integrated with the offer or sale of the ~~Securities~~ Shares for purposes of the rules and regulations of ~~any Trading~~ the Nasdaq National Market.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Conceptus Inc), Stock Purchase Agreement (Conceptus Inc), Stock Purchase Agreement (Conceptus Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the ~~Securities Act~~0000 Xxx) that ~~would~~ will be integrated with the offer or sale of the Securities in a manner that would require the registration under the ~~Securities~~ 1933 Act of the sale of the Securities to the ~~Purchasers~~Investor, or that ~~would~~ will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market that would require, under the rules of the Trading Market, the Stockholder Approval.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Siyata Mobile Inc.), Securities Purchase Agreement (COMSovereign Holding Corp.), Securities Purchase Agreement (COMSovereign Holding Corp.)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Debentures, the Warrants, Underlying Shares, or the Warrant Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Debentures and the Warrants to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 4 contracts

Samples: Convertible Debenture Purchase Agreement (International Fuel Technology Inc), Convertible Debenture Purchase Agreement (Invu Inc), Convertible Debenture Purchase Agreement (Surgilight Inc)

Integration. The Company shall not, and shall use its best efforts ----------- to ensure ~~that~~ that, no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Aquatic Cellulose International Corp), Securities Purchase Agreement (Ebaseone Corp), Convertible Debenture Purchase Agreement (Amanda Co Inc)

Integration. The Company shall not, and shall ~~use its best efforts to~~ ensure that no Affiliate thereof or any person acting on behalf of the Company or any such Affiliate shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Common Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Common Shares to the ~~Purchasers,~~ Investors or that would be integrated with the offer or sale of the ~~Securities for purposes of the rules and regulations of any Trading Market~~Common Shares.

Appears in 4 contracts

Samples: Investors’ Rights Agreement (Cortendo AB), Investors’ Rights Agreement (Cortendo AB), Investors’ Rights Agreement (Cortendo AB)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of ~~the Securities~~ this Warrant in a manner that would require the registration under the Securities Act of the sale of ~~the Securities~~ this Warrant to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Holder.

Appears in 4 contracts

Samples: Credit Agreement (Kala Pharmaceuticals, Inc.), Common Stock Purchase (Kala Pharmaceuticals, Inc.), Credit Agreement (Lpath, Inc)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 4 contracts

Samples: Securities Purchase Agreement (PASSUR Aerospace, Inc.), Securities Purchase Agreement (Arena Pharmaceuticals Inc), Securities Purchase Agreement (Mikohn Gaming Corp)

Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the ~~Securities Act~~1000 Xxx) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the ~~Securities~~ 1933 Act of the sale of the Securities to the ~~Purchasers,~~ Subscribers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of ~~any Trading~~ the Principal Market.

Appears in 3 contracts

Samples: Subscription Agreement (TherapeuticsMD, Inc.), Subscription Agreement (KushCo Holdings, Inc.), Subscription Agreement

Appears in 3 contracts

Samples: Securities Purchase Agreement (Bluephoenix Solutions LTD), Securities Purchase Agreement (Bluephoenix Solutions LTD), Securities Purchase Agreement (Bluephoenix Solutions LTD)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that ~~would~~ could be integrated with the offer or sale of the Securities in a manner that ~~would~~ could require the registration under the Securities Act of the sale of the Securities to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 3 contracts

Samples: Warrant Purchase Agreement (Verso Technologies Inc), Convertible Debenture Purchase Agreement (Eltrax Systems Inc), Purchase Agreement (Verso Technologies Inc)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the issue, offer or sale of the Securities to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Buyers.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Fonix Corp), Securities Purchase Agreement (Fonix Corp), Securities Purchase Agreement (Fonix Corp)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the ~~Securities~~ 1933 Act) that ~~would~~ will be integrated with the offer or sale of the Securities in a manner that would require the registration under the ~~Securities~~ 1933 Act of the sale of the Securities to the ~~Purchasers~~Investor, or that ~~would~~ will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market that would require, under the rules of the Trading Market, the Stockholder Approval.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Ainos, Inc.), Securities Purchase Agreement (PARTS iD, Inc.), Securities Purchase Agreement (Seelos Therapeutics, Inc.)

Integration. The Company shall not, and shall use its best efforts to ----------- ensure ~~that~~ that, no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Aquatic Cellulose International Corp), Convertible Debenture Purchase Agreement (Sonic Foundry Inc), Convertible Debenture Purchase Agreement (Aquatic Cellulose International Corp)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities to the Investors hereunder in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers~~Investors, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Hollywood Media Corp), Securities Purchase Agreement (Access Integrated Technologies Inc), Securities Purchase Agreement (Access Integrated Technologies Inc)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the ~~sale of the Securities to the Purchasers~~issue, ~~or that would be integrated with the~~ offer or sale of the Securities ~~for purposes of the rules and regulations of any Trading Market~~to Southridge.

Appears in 3 contracts

Samples: Exchange Agreement (Fonix Corp), Exchange Agreement (Fonix Corp), Preferred Stock Exchange Agreement (Fonix Corp)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Common Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Common Shares to the ~~Purchasers,~~ Investors or that would be integrated with the offer or sale of the ~~Securities~~ Common Shares for purposes of the rules and regulations of any Trading Market.

Appears in 3 contracts

Samples: Securities Purchase Agreement (American Realty Capital Properties, Inc.), Securities Purchase Agreement (PROLOR Biotech, Inc.), Securities Purchase Agreement (Via Pharmaceuticals, Inc.)

Integration. The Company shall not, and shall use ~~its best~~ commercially reasonable efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale or issuance of the Securities to the ~~Purchasers,~~ Purchaser or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Cicero Inc), Securities Purchase Agreement (Imperial Resources, Inc.), Securities Purchase Agreement (Imperial Resources, Inc.)

Integration. The Company shall not, and shall use its best efforts to ensure that no Subsidiary or Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that ~~would~~ will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers~~Purchaser, or that ~~would~~ will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Nova Biosource Fuels, Inc.), Securities Purchase Agreement (Nova Biosource Fuels, Inc.), Securities Purchase Agreement (Nova Biosource Fuels, Inc.)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the Purchasers, or that would be integrated with the offer or sale of the ~~Securities~~ Shares for purposes of the rules and regulations of any Trading Market, if such integration would result in a violation of any such rule or regulation.

Appears in 3 contracts

Samples: Voting Agreement (Waller Joel N), Voting Agreement (Wilsons the Leather Experts Inc), Common Stock Purchase Agreement (Wilsons the Leather Experts Inc)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares, the Warrant Shares or the Underlying Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares, the Warrant Shares or Underlying Shares to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchaser.

Appears in 3 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Cayenne Software Inc), Convertible Preferred Stock Purchase Agreement (Cayenne Software Inc), Convertible Preferred Stock Purchase Agreement (Cayenne Software Inc)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Preferred Shares, the Warrants, Underlying Shares, or the Warrant Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Preferred Shares and the Warrants to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 3 contracts

Samples: Preferred Stock Purchase Agreement (Hertz Technology Group Inc), Preferred Stock Purchase Agreement (Hertz Technology Group Inc), Preferred Stock Purchase Agreement (Return Assured Inc)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no ~~Affiliate~~ affiliate of the Company thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the ~~Purchasers,~~ Buyers or that would be integrated with the offer or sale of the ~~Securities~~ Shares for purposes of the rules and regulations of any ~~Trading Market~~trading market.

Appears in 3 contracts

Samples: Common Stock Purchase Agreement (Patient Safety Technologies, Inc), Common Stock Purchase Agreement (Kinderhook Partners, Lp), Common Stock Purchase Agreement (Patient Safety Technologies, Inc)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonably efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Company Securities in a manner that would require the registration under the Securities Act of the sale of the Company Securities to the ~~Purchasers,~~ Purchasers or that would be integrated with the offer or sale of the Company Securities for purposes of the rules and regulations of any Trading Market.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Corvis Corp), Securities Purchase Agreement (Avanex Corp), Securities Purchase Agreement (Avanex Corp)

Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the ~~Securities Act~~0000 Xxx) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the ~~Securities~~ 1933 Act of the sale of the Securities to the ~~Purchasers,~~ Subscriber or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of ~~any Trading~~ the Principal Market.

Appears in 3 contracts

Samples: Subscription Agreement (TherapeuticsMD, Inc.), Subscription Agreement (TherapeuticsMD, Inc.), Subscription Agreement (TherapeuticsMD, Inc.)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate ~~of the Company~~ shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 3 contracts

Samples: Convertible Debenture Purchase Agreement (Possis Medical Inc), Securities Purchase Agreement (Iat Multimedia Inc), Securities Purchase Agreement (Allou Health & Beauty Care Inc)

Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Investors or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of ~~any Trading Market~~Nasdaq.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Quantum Fuel Systems Technologies Worldwide Inc), Securities Purchase Agreement (Quantum Fuel Systems Technologies Worldwide Inc)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchaser.

Appears in 2 contracts

Samples: Sicav One Securities Purchase Agreement (IsoRay, Inc.), Sicav Two Securities Purchase Agreement (IsoRay, Inc.)

Integration. The Company shall not, and shall use its best efforts to ensure that no ~~Affiliate~~ affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Preferred Shares and Warrants in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Preferred Shares and Warrants to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 2 contracts

Samples: Series a Convertible Preferred Stock Purchase Agreement (Options Media Group Holdings, Inc.), Series a Convertible Preferred Stock Purchase Agreement (Activecare, Inc.)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate ~~of the Company~~ shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares or the Underlying Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares or Underlying Shares to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchaser.

Appears in 2 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Multicom Publishing Inc), Convertible Preferred Stock Purchase Agreement (Multicom Publishing Inc)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the ~~sale of the Securities to the Purchasers, or that would be integrated with the offer~~ issue or sale of the ~~Securities for purposes of~~ Shares to the ~~rules and regulations of any Trading Market~~Investor.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Nexsan Corp), Stock Purchase Agreement (Nexsan Corp)

Integration. The Company shall not, and shall use ~~its best~~ commercially ----------- reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Questcor Pharmaceuticals Inc), Securities Purchase Agreement (Questcor Pharmaceuticals Inc)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the ~~Securities Act~~1000 Xxx) that ~~would~~ will be integrated with the offer or sale of the Securities in a manner that would require the registration under the ~~Securities~~ 1933 Act of the sale of the Securities to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Investor.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Freight Technologies, Inc.), Securities Purchase Agreement (Indonesia Energy Corp LTD)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the ~~Securities~~ 1933 Act) that ~~would~~ will be integrated with the offer or sale of the Securities in a manner that would require the registration under the ~~Securities~~ 1933 Act of the sale of the Securities to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Investor.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Phoenix Motor Inc.), Securities Purchase Agreement (Phoenix Motor Inc.)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to ~~the Purchasers~~each Purchaser, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any ~~Trading~~ Principal Market.

Appears in 2 contracts

Samples: Securities Purchase Agreement (U S Restaurant Properties Inc), Securities Purchase Agreement (U S Restaurant Properties Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Common Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Common Shares to ~~the Purchasers,~~ Investor or that would be integrated with the offer or sale of the ~~Securities~~ Common Shares for purposes of the rules and regulations of any Trading Market.

Appears in 2 contracts

Samples: Private Placement Agreement, Private Placement Agreement (Sunpower Corp)

Integration. The Company shall not, and shall use its reasonable best efforts to ensure that ~~no Affiliate~~ none of ~~the Company~~ its Affiliates shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Investor or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Drugstore Com Inc), Stock Purchase Agreement (Drugstore Com Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the ~~Purchasers~~Investors, or that would be integrated with the offer or sale of the ~~Securities~~ Shares for purposes of the rules and regulations of any Trading Market.

Appears in 2 contracts

Samples: Securities Purchase Agreement (inContact, Inc.), Securities Purchase Agreement (Sino Gas International Holdings, Inc.)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Investors or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Solar Power, Inc.), Securities Purchase Agreement (Curon Medical Inc)

Integration. The Company and its Subsidiaries shall not, and shall use ~~its best~~ their commercially reasonable efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Investors or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 2 contracts

Samples: Security Agreement (Stratus Media Group, Inc), Security Agreement (Stratus Media Group, Inc)

Integration. The Company shall not, and shall use its best efforts to ----------- ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Act Teleconferencing Inc), Securities Purchase Agreement (Electric Fuel Corp)

Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no ~~Affiliate~~ affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Investor or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of ~~any Trading Market~~Nasdaq.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Quantum Fuel Systems Technologies Worldwide Inc), Securities Purchase Agreement (Quantum Fuel Systems Technologies Worldwide Inc)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no ~~Affiliate~~ affiliate of the Company ~~shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ shares of Common Stock hereunder in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ shares Common Stock to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchaser.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Health Discovery Corp), Securities Purchase Agreement (Health Discovery Corp)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonably efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Company Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Company Shares to the ~~Purchasers,~~ Purchasers or that would be integrated with the offer or sale of the ~~Securities~~ Company Shares for purposes of the rules and regulations of any Trading Market.

Appears in 2 contracts

Samples: Purchase Agreement (Broadwing Corp), Purchase Agreement (Broadwing Corp)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the ~~Securities Act~~0000 Xxx) that ~~would~~ will be integrated with the offer or sale of the Securities in a manner that would require the registration under the ~~Securities~~ 1933 Act of the sale of the Securities to the ~~Purchasers~~Investor, or that ~~would~~ will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market that would require, under the rules of the Trading Market, the Shareholder Approval.

Appears in 2 contracts

Samples: Securities Purchase Agreement (G Medical Innovations Holdings Ltd.), Form of Securities Purchase Agreement (Puhui Wealth Investment Management Co., Ltd.)

Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Subscribers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of ~~any Trading~~ the Principal Market.

Appears in 2 contracts

Samples: Seventh Amendment Subscription Agreement (SMTC Corp), Subscription Agreement (SMTC Corp)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to ~~buy~~ buy, or otherwise negotiate in respect of of, any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or and sale of the ~~Securities~~ Common Shares to the Investors pursuant hereto in a manner that would require the registration under the Securities Act of ~~the sale of the Securities to the Purchasers, or that would be integrated with the~~ such offer ~~or sale of the Securities for purposes of the rules~~ and ~~regulations of any Trading Market~~sale.

Appears in 2 contracts

Samples: Securities Purchase Agreement (OccuLogix, Inc.), Securities Purchase Agreement (OccuLogix, Inc.)

Integration. The Company shall not, and shall use its commercially reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to ~~the Purchasers,~~ Purchaser or that would be integrated with the offer or sale of the ~~Securities~~ Shares for purposes of the rules and regulations of any Trading Market.

Appears in 2 contracts

Samples: Share Purchase Agreement (Document Security Systems Inc), Share Purchase Agreement (Document Security Systems Inc)

Integration. The Company shall not, and shall use its best ----------- efforts to ensure ~~that~~ that, no ~~Affiliate~~ affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities hereunder to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Investor.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Internet Law Library Inc), Securities Purchase Agreement (Ashton Technology Group Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of thereof shall, after the ~~Company shall~~date hereof, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Macrochem Corp), Securities Purchase Agreement (Macrochem Corp)

Integration. The Company shall ~~not,~~ not and shall use its best ----------- efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchaser.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Wolfpack Corp), Purchase Agreement (Wolfpack Corp)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) in any transaction that would be integrated with the offer or sale of the Company Securities in a manner that would require the registration under the Securities Act of the sale of the Company Securities to the ~~Purchasers,~~ Purchasers or that would be integrated with the offer or sale of the Company Securities for purposes of the rules and regulations of any Trading Market.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Hi Tech Pharmacal Co Inc), Securities Purchase Agreement (Able Laboratories Inc)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in ~~Section~~ 2 of the ~~Securities~~ 1933 Act) that ~~would~~ will be integrated with the offer or sale of the Securities in a manner that would require the registration under the ~~Securities~~ 1933 Act of the sale of the Securities to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Investor.

Appears in 2 contracts

Samples: Securities Purchase Agreement (REE Automotive Ltd.), Securities Purchase Agreement (REE Automotive Ltd.)

Common use of Integration Clause in Contracts