Common use of Agent’s Obligations Regarding Israeli Securities Laws Clause in Contracts

Agent’s Obligations Regarding Israeli Securities Laws. Notwithstanding anything to the contrary herein, the agent undertakes that it will not offer in a negotiated transaction any Placement Shares to offerees in Israel, other than to investors listed in the First Addendum to the Israeli Securities Law, 5728-1968 (the “Addendum”) and subject to the terms thereof; provided further that as a prerequisite to sale in a negotiated transaction of Placement Shares to such Israeli investors, each of them shall be required to submit written confirmation to the Agent and the Company that such investor (a) (x) falls within the scope of the Addendum, (y) is aware of the implications of falling within the scope of the Addendum, and (z) agrees to it; and (b) is acquiring the Placement Shares being offered to it for investment for its own account or, if applicable, for investment for clients who fall within the scope of the Addendum. In addition, the Agent will not engage in any form of solicitation, advertising or any other action which constitutes an offer to the public under the Israeli Securities Law in connection with the transactions contemplated hereby.

Appears in 3 contracts

Samples: Sales Agreement (Galmed Pharmaceuticals Ltd.), Compugen LTD, Galmed Pharmaceuticals Ltd.

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Agent’s Obligations Regarding Israeli Securities Laws. Notwithstanding anything to the contrary herein, the agent Designated Agent undertakes that it will not offer in a negotiated transaction any Placement Shares to offerees in Israel, other than to investors listed in the First Addendum to the Israeli Securities Law, 5728-1968 (the “Addendum”) and subject to the terms thereof; provided further that as a prerequisite to sale in a negotiated transaction of Placement Shares to such Israeli investors, each of them shall be required to submit written confirmation to the Designated Agent and the Company that such investor (a) (x) falls within the scope of the Addendum, (y) is aware of the implications of falling within the scope of the Addendum, and (z) agrees to it; and (b) is acquiring the Placement Shares being offered to it for investment for its own account or, if applicable, for investment for clients who fall within the scope of the Addendum. In addition, the Designated Agent will not engage in any form of solicitation, advertising or any other action which constitutes an offer to the public under the Israeli Securities Law in connection with the transactions contemplated hereby.

Appears in 2 contracts

Samples: Sales Agreement (Galmed Pharmaceuticals Ltd.), Sales Agreement (Galmed Pharmaceuticals Ltd.)

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Agent’s Obligations Regarding Israeli Securities Laws. Notwithstanding anything to the contrary herein, the agent undertakes that it will not offer in a privately negotiated transaction any Placement Shares to offerees in Israel, other than to investors listed in the First Addendum first addendum to the Israeli Securities Law, 5728-1968 (the “Addendum”) and subject to the terms thereof; provided further that as a prerequisite to sale in a privately negotiated transaction of Placement Shares to such Israeli investors, each of them shall be required to submit written confirmation to the Agent and the Company that such investor (a) (x) falls within the scope of the Addendum, (y) is aware of the implications of him falling within the scope of the Addendum, and (z) agrees to it; and (b) is acquiring the Placement Shares being offered to it for investment for its own account or, if applicable, for investment for clients who fall within the scope of the Addendumare institutional investors. In addition, the Agent will not engage in any form of solicitation, advertising or any other action which constitutes an offer to the public under the Israeli Securities Law in connection with the transactions contemplated hereby.

Appears in 2 contracts

Samples: Sales Agreement (Rosetta Genomics Ltd.), Sales Agreement (Rosetta Genomics Ltd.)

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