Common use of Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses Clause in Contracts

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, the Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (a) the Investor shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel, or (c) the Investor shall reasonably object after being so advised, unless it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall immediately so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any purchase of Shares by the Investor, the Company shall not file any Prospectus Supplement with respect to the Shares without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor promptly.

Appears in 17 contracts

Samples: Common Stock Purchase Agreement (Alexza Pharmaceuticals Inc.), Common Stock Purchase Agreement (Titan Pharmaceuticals Inc), Common Stock Purchase Agreement (Dyax Corp)

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Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the Investor, the Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the InvestorBuyer, this Agreement or the transactions contemplated hereby or thereby or file with the SEC any Prospectus Supplement that relates to the Buyer, this Agreement or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel, or (c) the Investor Buyer shall reasonably object after being so advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act0000 Xxx) is required to be delivered in connection with any purchase acquisition or sale of Shares Securities by the InvestorBuyer, the Company shall not file any Prospectus Supplement with respect to the Shares Securities without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor Buyer promptly.

Appears in 14 contracts

Samples: Securities Purchase Agreement (Color Star Technology Co., Ltd.), Securities Purchase Agreement (Meten Holding Group Ltd.), Securities Purchase Agreement (TDH Holdings, Inc.)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the InvestorBuyer, this Agreement or the Agreement other Transaction Documents or the transactions contemplated hereby or thereby or file with the Commission SEC any Prospectus Supplement that relates to the InvestorBuyer, this Agreement or the other Transaction Documents or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel, or (c) the Investor Buyer shall reasonably object after being so advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act0000 Xxx) is required to be delivered in connection with any purchase acquisition or sale of the Convertible Notes or the Conversion Shares by the InvestorBuyer, the Company shall not file any Prospectus Supplement with respect to the Shares such securities without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor Buyer promptly.

Appears in 9 contracts

Samples: Securities Purchase Agreement (Comstock Inc.), Securities Purchase Agreement (Terra Tech Corp.), Securities Purchase Agreement (Terra Tech Corp.)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the Investor, the Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the InvestorBuyer, this Agreement or the transactions contemplated hereby or thereby or file with the SEC any Prospectus Supplement that relates to the Buyer, this Agreement or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel, or (c) the Investor Buyer shall reasonably object after being so advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act1000 Xxx) is required to be delivered in connection with any purchase acquisition or sale of Shares Securities by the InvestorBuyer, the Company shall not file any Prospectus Supplement with respect to the Shares Securities without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor Buyer promptly.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Dogness (International) Corp), Securities Purchase Agreement (Dogness (International) Corp), Securities Purchase Agreement (Super League Gaming, Inc.)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (ia) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, the this Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (ai) the Investor shall not previously have been advised, (bii) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (iii) the Company shall not have given due consideration to any comments thereon received from the Investor or its counselcounsel prior to filing with the Commission, or (civ) the Investor shall reasonably object after being so advisedadvised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor’s right to rely on the representations and warranties made by the Company in this Agreement), unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereofthereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.7, shall apply with respect to the Initial Prospectus Supplement). In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any purchase acquisition or sale of Shares Securities by the Investor, the Company shall not file any (1) Prospectus Supplement with respect to the Shares Securities, without delivering or making available a copy of such Prospectus SupplementSupplement (in the form filed with the Commission), together with the Base Prospectus, to the Investor promptlypromptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in “.pdf” format to an e-mail account designated by the Investor.

Appears in 5 contracts

Samples: Common Stock Purchase Agreement (Professional Diversity Network, Inc.), Common Stock Purchase Agreement (Arcimoto Inc), Common Stock Purchase Agreement (Super League Gaming, Inc.)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, the this Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (a) the Investor shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor or its counselcounsel prior to filing with the Commission, or (cd) the Investor shall reasonably object after being so advisedadvised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor’s right to rely on the representations and warranties made by the Company in this Agreement), unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereofthereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement). In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any purchase acquisition or sale of Shares by the Investor, the Company shall not file any (1) Prospectus Supplement with respect to the Shares Shares, without delivering or making available a copy of such Prospectus SupplementSupplement (in the form filed with the Commission), together with the Base Prospectus, to the Investor promptlypromptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in “.pdf” format to an e-mail account designated by the Investor.

Appears in 4 contracts

Samples: Common Stock Purchase Agreement (Globalstar, Inc.), Common Stock Purchase Agreement (Delcath Systems Inc), Common Stock Purchase Agreement (EnteroMedics Inc)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the InvestorBuyer, the this Agreement or any other Transaction Document or the transactions contemplated hereby or thereby or file with the Commission SEC any Prospectus Supplement that relates to the InvestorBuyer, this Agreement or any other Transaction Document or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel, or (c) the Investor Buyer shall reasonably object after being so advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act0000 Xxx) is required to be delivered in connection with any purchase acquisition or sale of Shares Securities by the InvestorBuyer, the Company shall not file any Prospectus Supplement with respect to the Shares Securities without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor Buyer promptly.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Evofem Biosciences, Inc.), Securities Purchase Agreement (GreenBox POS), Securities Purchase Agreement (Eros International PLC)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, the Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (a) the Investor shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel, or (c) the Investor shall reasonably object after being so advised, unless the Company has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any purchase of Shares by the Investor, the Company shall not file any Prospectus Supplement with respect to the Shares without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor promptly.

Appears in 3 contracts

Samples: Common Stock Purchase Agreement (Arena Pharmaceuticals Inc), Common Stock Purchase Agreement (Poniard Pharmaceuticals, Inc.), Common Stock Purchase Agreement (MAP Pharmaceuticals, Inc.)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the Investor, the Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the InvestorBuyer, this Agreement or the transactions contemplated hereby or thereby or file with the SEC any Prospectus Supplement that relates to the Buyer, this Agreement or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel, or (c) the Investor Buyer shall reasonably object after being so advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities 1933 Act) is required to be delivered in connection with any purchase acquisition or sale of Shares Securities by the InvestorBuyer, the Company shall not file any Prospectus Supplement with respect to the Shares Securities without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor Buyer promptly.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Annovis Bio, Inc.), Securities Purchase Agreement (Annovis Bio, Inc.), Securities Purchase Agreement (Esports Entertainment Group, Inc.)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, the Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (a) the Investor shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel, or (c) the Investor shall reasonably object after being so advised, unless the Company has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall immediately so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any purchase of Shares by the Investor, the Company shall not file any Prospectus Supplement with respect to the Shares without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor promptly.

Appears in 2 contracts

Samples: Common Share Purchase Agreement (Xoma LTD /De/), Common Share Purchase Agreement (Xoma LTD /De/)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the Investor, the Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the InvestorBuyer, this Agreement or the transactions contemplated hereby or thereby or file with the SEC any Prospectus Supplement that relates to the Buyer, this Agreement or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel, or (c) the Investor Buyer shall reasonably object after being so advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act0000 Xxx) is required to be delivered in connection with any purchase acquisition or sale of Shares RD Securities by the InvestorBuyer, the Company shall not file any Prospectus Supplement with respect to the Shares RD Securities without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor Buyer promptly.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Ascent Solar Technologies, Inc.), Securities Purchase Agreement (Ascent Solar Technologies, Inc.)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, the Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (a) the Investor shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel, or (c) the Investor shall reasonably object after being so advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any purchase or sale of Shares by the Investor, the Company shall not file any Prospectus Supplement with respect to the Shares without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor promptly.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Omeros Corp), Common Stock Purchase Agreement (Synta Pharmaceuticals Corp)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, the this Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (a) the Investor shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel, or (c) the Investor shall reasonably object after being so advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any purchase acquisition or sale of Shares Securities by the Investor, the Company shall not file any Prospectus Supplement with respect to the Shares Securities without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor promptly.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Jones Soda Co), Common Stock Purchase Agreement (NeoStem, Inc.)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, the Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (a) the Investor shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel, or (c) the Investor shall reasonably object after being so advised, unless the Company has determined in good faith that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any purchase of Shares by the Investor, the Company shall not file any Prospectus Supplement with respect to the Shares without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor promptly.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Vical Inc)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, the Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (a) the Investor shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel, or (c) the Investor shall reasonably object after being so advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any purchase or sale of Shares by the Investor, the Company shall not file any Prospectus Supplement with respect to the Shares without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor promptly.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Arena Pharmaceuticals Inc)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the Investor, the Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the InvestorBuyer, this Agreement or the transactions contemplated hereby or thereby or file with the SEC any Prospectus Supplement that relates to the Buyer, this Agreement or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel, or (c) the Investor Buyer shall reasonably object after being so advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities 1933 Act) is required to be delivered in connection with any purchase acquisition or sale of Shares Securities by the InvestorBuyer, the Company shall not file any Prospectus Supplement with respect to the Shares Securities without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor Buyer promptly.

Appears in 1 contract

Samples: Securities Purchase Agreement (AEye, Inc.)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the Investor, the Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the InvestorBuyer, this Agreement or the transactions contemplated hereby or thereby or file with the SEC any Prospectus Supplement that relates to the Buyer, this Agreement or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel, or (c) the Investor Buyer shall reasonably object after being so advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act1000 Xxx) is required to be delivered in connection with any purchase acquisition or sale of Shares RD Securities by the InvestorBuyer, the Company shall not file any Prospectus Supplement with respect to the Shares RD Securities without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor Buyer promptly.

Appears in 1 contract

Samples: Securities Purchase Agreement (PARETEUM Corp)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, the this Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (a) the Investor shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel, or (c) the Investor shall reasonably object after being so advised, unless the Company has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any purchase acquisition or sale of Shares Securities by the Investor, the Company shall not file any Prospectus Supplement with respect to the Shares Securities without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor promptly.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Poniard Pharmaceuticals, Inc.)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, the Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (a) the Investor shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel, or (c) the Investor shall reasonably object after being so advised, unless it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any purchase of Shares by the Investor, the Company shall not file any Prospectus Supplement with respect to the Shares without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor promptly.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Alexza Pharmaceuticals Inc.)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, the Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (a) the Investor shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel, or (c) the Investor shall reasonably object after being so advised, unless it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall immediately so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any purchase of Shares by the Investor, the Company shall not file any Prospectus Supplement with respect to the Shares without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor promptly.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Corgentech Inc)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, the this Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (a) the Investor shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel, or (c) the Investor shall reasonably object after being so advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any purchase acquisition or sale of Shares Securities by the Investor, the Company shall not file any Prospectus Supplement with respect to the Shares Securities without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor promptly.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Poniard Pharmaceuticals, Inc.)

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Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, the Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (a) the Investor shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel, or (c) the Investor shall reasonably object after being so advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any purchase or sale of Shares by the Investor, the Company shall not file any Prospectus Supplement with respect to the Shares without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor promptly.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Sun Communities Inc)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, the Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (a) the Investor shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel, or (c) the Investor shall reasonably object after being so advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any purchase or sale of Shares shares of Common Stock by the Investor, the Company shall not file any Prospectus Supplement with respect to the Shares without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor promptly.

Appears in 1 contract

Samples: Investment Agreement (Alphatec Holdings, Inc.)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates includes disclosure relating to the InvestorBuyer, the Agreement or the transactions contemplated hereby or file with the Commission SEC any Prospectus Supplement that relates includes disclosure relating to the InvestorBuyer, this Agreement or the transactions contemplated hereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel, or (c) the Investor Buyer shall reasonably object after being so advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act1000 Xxx) is required to be delivered in connection with any purchase acquisition or sale of Shares Securities by the InvestorBuyer, the Company shall not file any Prospectus Supplement with respect to the Shares Securities without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor Buyer promptly.

Appears in 1 contract

Samples: Securities Purchase Agreement (PAVmed Inc.)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, the this Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (a) the Investor shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel, or (c) the Investor shall reasonably object after being so advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any purchase acquisition or sale of Shares by the Investor, the Company shall not file any Prospectus Supplement with respect to the Shares without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor promptly.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Microvision Inc)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, the Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (a) the Investor shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel, or (c) the Investor shall reasonably object after being so advised, unless it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulationregulation (including the rules and regulations of any Trading Market), in which case the Company shall immediately so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any purchase of Shares by the Investor, the Company shall not file any Prospectus Supplement with respect to the Shares without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor promptly.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Encysive Pharmaceuticals Inc)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (ia) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the Investor, the Agreement or the transactions contemplated hereby or file with the Commission SEC any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (ai) the Investor shall not previously have been advised, (bii) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel, or (ciii) the Investor shall reasonably object after being so advised, unless it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall immediately so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any purchase of Shares Securities by the Investor, the Company shall not file any Prospectus Supplement with respect to the Shares Securities without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor promptly.

Appears in 1 contract

Samples: Equity Purchase Agreement (Uni-Pixel)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, this Agreement, the Agreement Warrants or the transactions contemplated hereby or thereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement Agreement, the Warrants or the transactions contemplated hereby or thereby with respect to which (a) the Investor shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel, or (c) the Investor shall reasonably object after being so advised, unless it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any purchase acquisition or sale of Shares Securities by the Investor, the Company shall not file any Prospectus Supplement with respect to the Shares Securities without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor promptly.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Emcore Corp)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the Investor, the Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the InvestorBuyer, this Agreement or the transactions contemplated hereby or thereby or file with the SEC any Prospectus Supplement that relates to the Buyers, this Agreement or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyers shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor Buyers or its each of their counsel, or (c) the Investor Buyers shall reasonably object after being so advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the InvestorBuyers, the Investor Buyers shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyers and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyers, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act1000 Xxx) is required to be delivered in connection with any purchase acquisition or sale of Shares Securities by the InvestorBuyers, the Company shall not file any Prospectus Supplement with respect to the Shares Securities without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor Buyers promptly.

Appears in 1 contract

Samples: Form of Securities Purchase Agreement (Uni-Pixel)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the Investor, the Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the InvestorBuyer, this Agreement or the transactions contemplated hereby or thereby or file with the SEC any Prospectus Supplement that relates to the Buyer, this Agreement or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel, or (c) the Investor Buyer shall reasonably object after being so advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act0000 Xxx) is required to be delivered in connection with any purchase acquisition or sale of Preferred Shares by the InvestorBuyer, the Company shall not file any Prospectus Supplement with respect to the Preferred Shares without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor Buyer promptly.

Appears in 1 contract

Samples: Securities Purchase Agreement (Delcath Systems, Inc.)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (ia) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange Act, the (i) Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to Investor and Company shall expeditiously furnish to Investor an electronic copy thereof and (ii) Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the Investor, the this Agreement or the transactions contemplated hereby or file with the Commission SEC any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (ax) the Investor shall not previously have been advised, (by) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel, or (cz) the Investor shall reasonably object after being so advised, unless Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof. In addition, for For so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any purchase acquisition or sale of the Shares by the Investor, the Company shall not file any Prospectus Supplement with respect to the Shares without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor promptly.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Brazil Minerals, Inc.)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the Investor, the Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the InvestorBuyer, this Agreement or the transactions contemplated hereby or thereby or file with the SEC any Prospectus Supplement that relates to the Buyer, this Agreement or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel, or (c) the Investor Buyer shall reasonably object after being so advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act1000 Xxx) is required to be delivered in connection with any purchase acquisition or sale of Shares Securities by the InvestorBuyer, the Company shall not file any Prospectus Supplement with respect to the Shares Securities without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor Buyer promptly.

Appears in 1 contract

Samples: Form of Securities Purchase Agreement (Tantech Holdings LTD)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the Investor, the Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the InvestorBuyer, this Agreement or the transactions contemplated hereby or thereby or file with the SEC any Prospectus Supplement that relates to the Buyer, this Agreement or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given due reasonable consideration to any comments thereon received from the Investor Buyer or its counsel, or (c) the Investor Buyer shall reasonably object after being so advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act0000 Xxx) is required to be delivered in connection with any purchase acquisition or sale of Shares Securities by the InvestorBuyer, the Company shall not file promptly deliver or make available to the Buyer any Prospectus Supplement with respect to the Shares without delivering or making available a copy of such Prospectus SupplementSecurities, together with the Base Prospectus, to the Investor promptly.

Appears in 1 contract

Samples: Securities Purchase Agreement (JA Solar Holdings Co., Ltd.)

Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, the Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (a) the Investor shall not previously have been advised, (b) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel, or (c) the Investor shall reasonably object after being so advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall immediately promptly (but in no event later than 24 hours) so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof. In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any purchase of Shares by the Investor, the Company shall not file any Prospectus Supplement with respect to the Shares without delivering or making available a copy of such Prospectus Supplement, together with the Base Prospectus, to the Investor promptly.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Durect Corp)

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