Common use of Certain Registration Matters Clause in Contracts

Certain Registration Matters. Assuming the accuracy of the Buyers' representations and warranties set forth in Section 3, no registration under the Securities Act is required for the offer and sale of the Conversion Shares and Warrant Shares by the Company to the Buyers under the transaction documents. Except as specified in Schedule 3(z), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 58 contracts

Samples: Securities Purchase Agreement (Avitar Inc /De/), Securities Purchase Agreement (Avitar Inc /De/), Securities Purchase Agreement (Avitar Inc /De/)

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Certain Registration Matters. Assuming the accuracy of the BuyersInvestors' representations and warranties set forth in Section 3Sections 3.2(b)-(e), no registration under the Securities Act is required for the offer and sale of the Conversion Shares and Warrant Shares by the Company to the Buyers Investors under the transaction documentsTransaction Documents. Except as specified in Schedule 3(z3.1(v), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 3 contracts

Samples: Escrow Agreement (China Bak Battery Inc), Escrow Agreement (China Bak Battery Inc), Securities Purchase Agreement (China Bak Battery Inc)

Certain Registration Matters. Assuming the accuracy of the Buyers' representations and warranties set forth in Section 3, no registration under the Securities Act is required for the offer and sale of the Conversion Shares and Warrant Shares by the Company to the Buyers under the transaction documents. Except as specified in Schedule 3(z), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 3 contracts

Samples: Securities Purchase Agreement (SpeechSwitch, Inc.), Securities Purchase Agreement (Med Gen Inc), Securities Purchase Agreement (Wellstar International, Inc.)

Certain Registration Matters. Assuming the accuracy of the Buyers' representations and warranties set forth in Section 3, no registration under the Securities Act is required for the offer and sale of the Conversion Shares and Warrant Shares by the Company to the Buyers under the transaction documents. Except as specified in Schedule 3(zSCHEDULE 3(Z), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Kiwa Bio-Tech Products Group Corp), Securities Purchase Agreement (Advanced BioPhotonics Inc.), Securities Purchase Agreement (Ruby Mining Co)

Certain Registration Matters. Assuming the ---------------------------- accuracy of the Buyers' representations and warranties set forth in Section 3, no registration under the Securities Act is required for the offer and sale of the Conversion Shares and Warrant Shares by the Company to the Buyers under the transaction documents. Except as specified in Schedule 3(z), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Med Gen Inc), Securities Purchase Agreement (Med Gen Inc)

Certain Registration Matters. Assuming the accuracy of the Buyers' representations and warranties set forth in Section 3, no registration under the Securities Act is required for the offer and sale of the Conversion Shares and Warrant Shares by the Company to the Buyers under the transaction documents. Except as specified in Schedule 3(z), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Admiralty Holding Co), Securities Purchase Agreement (Admiralty Holding Co)

Certain Registration Matters. Assuming the accuracy of the Buyers' Investors’ representations and warranties set forth in Section 3, no registration under the Securities Act is required for the offer offer, sale and sale issuance of the Conversion Shares and Warrant Shares Securities by the Company to the Buyers Investors under the transaction documentsthis Agreement. Except as specified disclosed in Schedule 3(z)the SEC Documents, the Company has not granted or agreed to grant to any Person person any rights (including "piggy-“piggy back" registration rights) to have any securities of the Company registered with the Commission SEC or any other governmental authority that have not been satisfiedsatisfied or exercised.

Appears in 2 contracts

Samples: Escrow Agreement (Curon Medical Inc), Escrow Agreement (Curon Medical Inc)

Certain Registration Matters. Assuming the accuracy of the BuyersInvestors' representations and warranties set forth in Section 33.2(b)-(e), no registration under the Securities Act is required for the offer and sale of the Conversion Shares and Warrant Shares by the Company to the Buyers Investors under the transaction documentsTransaction Documents. Except as specified in Schedule 3(z), the The Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 1 contract

Samples: Securities Purchase Agreement (Dor Biopharma Inc)

Certain Registration Matters. Assuming the accuracy of the BuyersInvestors' representations and warranties set forth in Section 33.2(b)-(e), no registration under the Securities Act is required for the offer and sale of the Conversion Shares and Warrant Shares Securities by the Company to the Buyers Investors under the transaction documentsTransaction Documents. Except as specified in Schedule 3(z3.1(v), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 1 contract

Samples: Securities Purchase Agreement (International Displayworks Inc)

Certain Registration Matters. Assuming the accuracy of the BuyersPurchasers' representations and warranties set forth in Section 3SECTION 3.2(b)-(g), no registration under the Securities Act is required for the offer and sale of the Conversion Shares and Warrant Shares Securities by the Company to the Buyers Purchasers under the transaction documentsTransaction Documents. Except as specified described in Schedule 3(zSCHEDULE 3.1(r), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 1 contract

Samples: Securities Purchase Agreement (Microislet Inc)

Certain Registration Matters. Assuming the accuracy of the Buyers' Purchaser’s representations and warranties set forth in Section 33.2(b)-(e), no registration under the Securities Act is required for the offer and sale of the Conversion Common Shares and Warrant Shares the Convertible Debenture by the Company to the Buyers Purchaser under the transaction documentsthis Agreement. Except as specified in Schedule 3(z), the The Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any of its securities of the Company registered with the Commission Company or any other governmental authority that have not been satisfied.

Appears in 1 contract

Samples: Common Stock and Convertible Debenture (Manitex International, Inc.)

Certain Registration Matters. Assuming the accuracy of the Buyers' representations and warranties set forth in Section 32, no registration under the Securities Act is required for the offer and sale of the Conversion Shares and the Warrant Shares by the Company to the Buyers under the transaction documents. Except as specified in Schedule 3(z3(y), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission SEC or any other governmental authority that have not been satisfied.

Appears in 1 contract

Samples: Securities Purchase Agreement (Greens Worldwide Inc)

Certain Registration Matters. Assuming the accuracy of the Buyers' Investor’s representations and warranties set forth in Section 33.3(b)-(e), no registration under the Securities Act is required for the offer and sale of the Conversion Shares and Warrant Shares Securities by the Company to the Buyers Investor under the transaction documentsTransaction Documents. Except for the Registration Rights Agreement and/or as specified described in Schedule 3(z3.1(t), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 1 contract

Samples: Securities Purchase Agreement (Advaxis, Inc.)

Certain Registration Matters. Assuming the accuracy of the ------------------------------ Buyers' representations and warranties set forth in Section 3, no registration under the Securities Act is required for the offer and sale of the Conversion Shares and Warrant Shares by the Company to the Buyers under the transaction documents. Except as specified in Schedule 3(zSCHEDULE 3(Z), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 1 contract

Samples: Securities Purchase Agreement (Pediatric Prosthetics Inc)

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Certain Registration Matters. Assuming the accuracy of the Buyers' Investor's representations and warranties set forth in Section 33.2, no registration under the Securities Act is required for the offer and sale of the Conversion Shares and Warrant Shares by the Company to the Buyers Investor under the transaction documentsTransaction Documents. Except as specified set forth in the Schedule 3(z)of Exceptions, the Company has not granted or agreed to grant to any Person other than the Investor any rights (including "piggy-backpiggy‑back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 1 contract

Samples: Securities Purchase Agreement (Good Times Restaurants Inc)

Certain Registration Matters. Assuming the accuracy ---------------------------- of the Buyers' representations and warranties set forth in Section 3, no registration under the Securities Act is required for the offer and sale of the Conversion Shares and Warrant Shares by the Company to the Buyers under the transaction documents. Except as specified in Schedule 3(z), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 1 contract

Samples: Securities Purchase Agreement (Med Gen Inc)

Certain Registration Matters. Assuming the accuracy of the Buyers' representations and warranties set forth in Section 3, no registration under the Securities Act is required for the offer and sale of the Conversion Shares and Warrant Shares by the Company to the Buyers under the transaction documents. Except as specified in Schedule 3(z), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 1 contract

Samples: Securities Purchase Agreement (Sefe, Inc.)

Certain Registration Matters. Assuming the accuracy of the BuyersInvestors' representations and warranties set forth in Section 33.2(b)-(e), no registration under the Securities Act is required for the offer and sale of the Conversion Shares and Warrant Shares by the Company to the Buyers Investors under the transaction documentsTransaction Documents. Except as specified set forth in Schedule 3(z3.1(u), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 1 contract

Samples: Securities Purchase Agreement (Dor Biopharma Inc)

Certain Registration Matters. Assuming the accuracy of the Buyers' Investors’ representations and warranties set forth in Section 3, no registration under the Securities Act is required for the offer and sale of the Conversion Shares and Warrant Shares Securities by the Company to the Buyers Investors under the transaction documentsTransaction Documents. Except as specified in set forth on Schedule 3(z)2.15, the Company has not granted or agreed to grant to any Person person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 1 contract

Samples: Securities Purchase Agreement (Roomlinx Inc)

Certain Registration Matters. Assuming the accuracy of the Buyers' representations and warranties set forth in Section 3, no registration under the Securities Act is required for the offer and sale of the Conversion Shares and Warrant Shares by the Company to the Buyers under the transaction documents. Except as specified in Schedule 3(z), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfiedsatisfied or waived.

Appears in 1 contract

Samples: Securities Purchase Agreement (Positron Corp)

Certain Registration Matters. Assuming the accuracy of the Buyers' Investors’ representations and warranties set forth in Section 33.2(b)-(e), no registration under the Securities Act is required for the offer and sale of the Conversion Shares and Warrant Shares Securities by the Company to the Buyers Investors under the transaction documentsTransaction Documents. Except as specified described in Schedule 3(z3.1(u), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 1 contract

Samples: Securities Purchase Agreement (Point Therapeutics Inc)

Certain Registration Matters. Assuming the accuracy of the Buyers' Investors’ representations and warranties set forth in Section 3, no registration under the Securities Act is required for the offer and sale of the Conversion Shares and Warrant Shares Securities by the Company to the Buyers Investors under the transaction documentsTransaction Documents. Except as specified set forth on Schedule 2.15 or as disclosed in Schedule 3(z)the SEC Reports, the Company has not granted or agreed to grant to any Person person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 1 contract

Samples: Securities Purchase Agreement (Roomlinx Inc)

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