Common use of Contents of Registration Statement Clause in Contracts

Contents of Registration Statement. The Representative shall not have discovered and disclosed to the Company on or prior to the Applicable Time, Closing Date or any Option Closing Date that the Registration Statement or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of counsel for the Underwriters, is material or omits to state any fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading, or that the General Disclosure Package, any Issuer Free Writing Prospectus or the Prospectus or any amendment or supplement thereto contains an untrue statement of fact which, in the opinion of such counsel, is material or omits to state any fact which, in the opinion of such counsel, is material and is necessary in order to make the states, in light of the circumstances in which they were made, not misleading.

Appears in 4 contracts

Samples: Underwriting Agreement (Intrusion Inc), Underwriting Agreement (Gaia, Inc), Underwriting Agreement (Celsius Holdings, Inc.)

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Contents of Registration Statement. The Representative Representatives shall not have discovered and disclosed to the Company on or prior to the Applicable Time, Closing Date or any Option Closing Date that the Registration Statement or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of counsel for the Underwriters, is material or omits to state any fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading, or that the General Disclosure Package, any Issuer Free Writing Prospectus or the Prospectus or any amendment or supplement thereto contains an untrue statement of fact which, in the opinion of such counsel, is material or omits to state any fact which, in the opinion of such counsel, is material and is necessary in order to make the states, in light of the circumstances in which they were made, not misleading.

Appears in 3 contracts

Samples: Common Stock (DZS Inc.), Underwriting Agreement (DZS Inc.), Underwriting Agreement (Dasan Zhone Solutions Inc)

Contents of Registration Statement. The Representative shall not have discovered and disclosed to the Company on or prior to the Applicable Time, Closing Date Time of Purchase or any Option Closing Date Additional Time of Purchase that the Registration Statement or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of counsel for the Underwriters, is material or omits to state any fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading, or that the General Disclosure Package, any Issuer Free Writing Prospectus or the Prospectus or any amendment or supplement thereto contains an untrue statement of fact which, in the opinion of such counsel, is material or omits to state any fact which, in the opinion of such counsel, is material and is necessary in order to make the statesstatements, in the light of the circumstances in which they were made, not misleading.

Appears in 3 contracts

Samples: Underwriting Agreement (Widepoint Corp), Underwriting Agreement (Netlist Inc), Underwriting Agreement (Sysorex Global Holdings Corp.)

Contents of Registration Statement. The Representative shall not have discovered and disclosed to the Company on or prior to the Applicable Time, the Closing Date or any Option Closing Date that the Registration Statement or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of counsel for the Underwriters, is material or omits to state any fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading, or that the General Disclosure Package, any Issuer Free Writing Prospectus or the Prospectus or any amendment or supplement thereto contains an untrue statement of fact which, in the opinion of such counsel, is material or omits to state any fact which, in the opinion of such counsel, is material and is necessary in order to make the states, in light of the circumstances in which they were made, not misleading.

Appears in 3 contracts

Samples: Underwriting Agreement (Universal Technical Institute Inc), Underwriting Agreement (Minim, Inc.), Underwriting Agreement (Identiv, Inc.)

Contents of Registration Statement. The Representative shall not have discovered and disclosed to the Company on or prior to the Applicable Time, Closing Date or any Option Closing Date that the Registration Statement or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of counsel for the Underwriters, is material or omits to state any fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading, or that the General Disclosure Package, any Issuer Free Writing Prospectus or the Prospectus or any amendment or supplement thereto contains an untrue statement of fact which, in the opinion of such counsel, is material or omits to state any fact which, in the opinion of such counsel, is material and is necessary in order to make the statesstatements, in light of the circumstances in which they were made, not misleading.

Appears in 2 contracts

Samples: Underwriting Agreement (Akoustis Technologies, Inc.), Underwriting Agreement (Akoustis Technologies, Inc.)

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Contents of Registration Statement. The Representative Purchaser shall not have discovered and disclosed to the Company on or prior to the Applicable Time, Closing Date Time of Purchase or any Option Closing Date Additional Time of Purchase that the Registration Statement or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of counsel for the UnderwritersPurchaser, is material or omits to state any fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading, or that the General Disclosure Package, any Issuer Free Writing Prospectus or the Prospectus or any amendment or supplement thereto contains an untrue statement of fact which, in the opinion of such counsel, is material or omits to state any fact which, in the opinion of such counsel, is material and is necessary in order to make the statesstatements, in the light of the circumstances in which they were made, not misleading.

Appears in 1 contract

Samples: Purchase Agreement (Ooma Inc)

Contents of Registration Statement. The Representative shall not have discovered and disclosed to the Company on or prior to the Applicable Time, Closing Date or any Option Time and the Closing Date that the Registration Statement or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of counsel for the Underwriters, is material or omits to state any fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading, or that the General Disclosure Package, any Issuer Free Writing Prospectus or the Prospectus or any amendment or supplement thereto contains an untrue statement of fact which, in the opinion of such counsel, is material or omits to state any fact which, in the opinion of such counsel, is material and is necessary in order to make the states, in light of the circumstances in which they were made, not misleading.

Appears in 1 contract

Samples: Underwriting Agreement (Universal Technical Institute Inc)

Contents of Registration Statement. The Representative shall not have discovered and disclosed to the Company on or prior to the Applicable Time, Closing Date Time of Purchase or any Option Closing Date Additional Time of Purchase that the Registration Statement or any amendment or supplement thereto contains an untrue statement of a fact which, in the opinion of counsel for the UnderwritersUnderwriter, is material or omits to state any fact which, in the opinion of such counsel, is material and is required to be stated therein or is necessary to make the statements therein not misleading, or that the General Disclosure Package, any Issuer Free Writing Prospectus or the Prospectus or any amendment or supplement thereto contains an untrue statement of fact which, in the opinion of such counsel, is material or omits to state any fact which, in the opinion of such counsel, is material and is necessary in order to make the statesstatements, in the light of the circumstances in which they were made, not misleading.

Appears in 1 contract

Samples: Underwriting Agreement (Cadiz Inc)

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