Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 52 contracts
Samples: Stock Purchase Agreement (PSM Holdings Inc), Stock Purchase Agreement (PSM Holdings Inc), Stock Purchase Agreement (PSM Holdings Inc)
Integration. The Company shall not, and shall use its best efforts to ensure that that, no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 37 contracts
Samples: Convertible Preferred Stock Purchase Agreement (E Digital Corp), Exchange and Purchase Agreement (Dynagen Inc), Convertible Debenture Purchase Agreement (Luminant Worldwide Corp)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, Purchasers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 34 contracts
Samples: Securities Purchase Agreement (Oncolix, Inc.), Securities Purchase Agreement (Advanced Environmental Petroleum Producers Inc.), Securities Purchase Agreement (Global Epoint Inc)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate affiliate of the Company shall, after the date hereof, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketSubscribers.
Appears in 33 contracts
Samples: Subscription Agreement (Bullfrog Gold Corp.), Subscription Agreement (Bullfrog Gold Corp.), Subscription Agreement (McGlothlin Holdings, Ltd.)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Principal Market.
Appears in 31 contracts
Samples: Securities Purchase Agreement (Paincare Holdings Inc), Securities Purchase Agreement (Hollis Eden Pharmaceuticals Inc /De/), Securities Purchase Agreement (Path 1 Network Technologies Inc)
Integration. The Company shall not, and shall use its best commercially reasonable efforts to ensure that no Affiliate of the Company thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, Investors or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 25 contracts
Samples: Securities Purchase Agreement (NanoVibronix, Inc.), Securities Purchase Agreement (NanoVibronix, Inc.), Securities Purchase Agreement (NanoVibronix, Inc.)
Integration. The Company shall not, not and shall use its best efforts to ensure that no Affiliate of the Company shall, shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketPurchaser.
Appears in 23 contracts
Samples: Convertible Preferred Stock Purchase Agreement (O2diesel Corp), Security Agreement (Miscor Group, Ltd.), Sicav Two Securities Purchase Agreement (Nano Chemical Systems Holdings, Inc.)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate affiliate of the Company shall, after the date hereof, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities Units in a manner that would require the registration under the Securities Act of the sale of the Securities Units to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketSubscribers.
Appears in 22 contracts
Samples: Subscription Agreement for Units (Bullfrog Gold Corp.), Subscription Agreement (Polarityte, Inc.), Subscription Agreement (Digital Power Corp)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the PurchasersInvestors, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 20 contracts
Samples: Securities Purchase Agreement (Emerge Interactive Inc), Securities Purchase Agreement (Yak Communications Inc), Selling Stockholder and Securities Purchase Agreement (Xenonics Holdings, Inc.)
Integration. The Company shall not, and shall use its best commercially reasonably efforts to ensure that no Affiliate of the Company thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, Investors or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 18 contracts
Samples: Securities Purchase Agreement (CareDx, Inc.), Securities Purchase Agreement (CareDx, Inc.), Securities Purchase Agreement (Regado Biosciences Inc)
Integration. The Company shall not, and shall use its best efforts to ensure that that, no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketPurchaser.
Appears in 16 contracts
Samples: Convertible Preferred Stock Purchase Agreement (I Link Inc), Convertible Debenture Purchase Agreement (Global Intellicom Inc), Convertible Preferred Stock Purchase Agreement (Ecogen Inc)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, Purchaser or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 16 contracts
Samples: Securities Purchase Agreement (White River Energy Corp.), Securities Purchase Agreement (White River Energy Corp.), Securities Purchase Agreement (White River Energy Corp.)
Integration. The Company shall not, and shall use its best commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, Purchasers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 12 contracts
Samples: Securities Purchase Agreement (International Isotopes Inc), Securities Purchase Agreement (International Isotopes Inc), Securities Purchase Agreement (International Isotopes Inc)
Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate of the Company thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketInvestors.
Appears in 12 contracts
Samples: Securities Purchase Agreement (Alseres Pharmaceuticals Inc /De), Securities Purchase Agreement (Alseres Pharmaceuticals Inc /De), Securities Purchase Agreement (Alseres Pharmaceuticals Inc /De)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate affiliate of the Company shall, after the date hereof, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketSubscribers.
Appears in 12 contracts
Samples: Subscription Agreement (Sevion Therapeutics, Inc.), Subscription Agreement (Function(x) Inc.), Subscription Agreement (Function(x) Inc.)
Integration. The Company shall not, and shall use its best commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities this Warrant in a manner that would require the registration under the Securities Act of the sale of the Securities Warrant to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketHolder.
Appears in 10 contracts
Samples: Securities Purchase Agreement (Cipher Pharmaceuticals Inc), Credit Agreement (Verenium Corp), Registration Rights Agreement (Verenium Corp)
Integration. The Company shall not, not and shall use its best efforts to ensure that no Affiliate of the Company shall, shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the issue or sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketPurchaser.
Appears in 10 contracts
Samples: Convertible Debenture Purchase Agreement (Innovacom Inc), Convertible Debenture Purchase Agreement (Innovacom Inc), Convertible Debenture Purchase Agreement (Innovacom Inc)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities 1933 Act) that would will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities 1933 Act of the sale of the Securities to the PurchasersInvestor, or that would will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market that would require, under the rules of the Trading Market, the Shareholder Approval.
Appears in 10 contracts
Samples: Securities Purchase Agreement (Know Labs, Inc.), Securities Purchase Agreement (Abvc Biopharma, Inc.), Securities Purchase Agreement (Abvc Biopharma, Inc.)
Integration. The Company shall not, and shall use its best commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketMarket such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 9 contracts
Samples: Securities Purchase Agreement (Torchlight Energy Resources Inc), Securities Purchase Agreement (McCabe Greg), Securities Purchase Agreement (Z Trim Holdings, Inc)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 9 contracts
Samples: Securities Purchase Agreement (Smartire Systems Inc), Securities Purchase Agreement (Smartire Systems Inc), Escrow Agreement (Smartire Systems Inc)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the PurchasersPurchaser, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 9 contracts
Samples: Securities Purchase Agreement (Starr Insurance Holdings, Inc.), Securities Purchase Agreement (GRANDPARENTS.COM, Inc.), Securities Purchase Agreement (GRANDPARENTS.COM, Inc.)
Integration. The Company shall not, and shall use its best efforts to ensure that that, no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, Purchasers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading the Nasdaq Stock Market.
Appears in 8 contracts
Samples: Securities Purchase Agreement (Fidelity Holdings Inc), Securities Purchase Agreement (Fidelity Holdings Inc), Securities Purchase Agreement (Cybershop International Inc)
Integration. The Company shall not, and shall use its best efforts to ensure that that, no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for the purposes of the rules and regulations of any Trading MarketNASDAQ.
Appears in 8 contracts
Samples: Convertible Debenture Purchase Agreement (Rowecom Inc), Securities Purchase Agreement (Macrochem Corp), Convertible Secured Note Purchase Agreement (Global Technologies LTD)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any the Trading Market.
Appears in 8 contracts
Samples: Series B Preferred Stock Purchase Agreement (Wolverine Tube Inc), Series a Preferred Stock Purchase Agreement (Tenby Pharma Inc), Preferred Stock Purchase Agreement (Ares Corporate Opportunities Fund Lp)
Integration. The Company shall not, not and shall use its best efforts to ensure that no Affiliate of the Company shall, shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketPurchaser.
Appears in 8 contracts
Samples: Series a Preferred Stock Purchase Agreement (Oceanaut, Inc.), Convertible Redeemable Preferred Stock Purchase Agreement (Miscor Group, Ltd.), Stock Purchase Agreement (Miscor Group, Ltd.)
Integration. The Company shall not, and shall use its best efforts to ensure that that, no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 8 contracts
Samples: Securities Purchase Agreement (Thrustmaster Inc), Convertible Preferred Stock Purchase Agreement (Intelidata Technologies Corp), Convertible Debenture Purchase Agreement (Vitech America Inc)
Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, Purchasers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 8 contracts
Samples: Securities Purchase Agreement (Sibling Group Holdings, Inc.), Securities Purchase Agreement (Shenzhen City Qianhai Xinshi Education Management Co., Ltd.), Securities Purchase Agreement (Dialogic Inc.)
Integration. The Company shall not, not and shall use its best efforts to ensure that no Affiliate of the Company shall, shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the issue or sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 7 contracts
Samples: Convertible Debenture Purchase Agreement (Fix Corp International Inc), Convertible Debenture Purchase Agreement (Eurotech LTD), Convertible Debenture Purchase Agreement (Fix Corp International Inc)
Integration. The Company shall not, not and shall use its best efforts to ensure that no Affiliate of the Company shall, shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities Shares or the Underlying Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares or Underlying Shares to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketPurchaser.
Appears in 7 contracts
Samples: Convertible Preferred Stock Purchase Agreement (Century Aluminum Co), Convertible Preferred Stock Purchase Agreement (Incomnet Inc), Convertible Preferred Stock Purchase Agreement (Glasgal Communications Inc)
Integration. The Company shall not, and shall use its best commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities this Warrant in a manner that would require the registration under the Securities Act of the sale of the Securities Warrant to the PurchasersHolder, or that would be integrated with the offer or sale of the Securities Warrant Shares for purposes of the rules and regulations of any Trading Principal Market.
Appears in 6 contracts
Samples: Arbor Realty Trust Inc, Arbor Realty Trust Inc, Arbor Realty Trust Inc
Integration. The Company shall not, and shall use its best commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities this Warrant in a manner that would require the registration under the Securities Act of the sale of the Securities this Warrant to the Purchasers, Holder or that would be integrated with the offer or sale any assignee of the Securities for purposes of the rules and regulations of any Trading MarketHolder.
Appears in 6 contracts
Samples: Common Stock Purchase (Workhorse Group Inc.), Purchase Agreement (Vivus Inc), Common Stock Purchase (Workhorse Group Inc.)
Integration. The Company shall not, and shall use its best commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketInvestors.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Geocom Resources Inc), Securities Purchase Agreement (Geocom Resources Inc), Securities Purchase Agreement (Geocom Resources Inc)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the issue or sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketPurchaser.
Appears in 6 contracts
Samples: Convertible Debenture Purchase Agreement (Eurotech LTD), Convertible Debenture Purchase Agreement (Eurotech LTD), Convertible Debenture Purchase Agreement (JNC Opportunity Fund LTD)
Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate of the Company thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, Investors or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Scientific Learning Corp), Securities Purchase Agreement (Alseres Pharmaceuticals Inc /De), Securities Purchase Agreement (Buca Inc /Mn)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Nova Biosource Fuels, Inc.), Securities Purchase Agreement (Nova Biosource Fuels, Inc.), Securities Purchase Agreement (Valentis Inc)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading The Nasdaq Stock Market.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Bam Entertainment Inc), Securities Purchase Agreement (Bam Entertainment Inc), Securities Purchase Agreement (Bam Entertainment Inc)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities pursuant to this Agreement in a manner that would require the registration under the Securities Act of the sale of the Securities to the PurchasersInvestors, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Daegis Inc.), Securities Purchase Agreement (Daegis Inc.), Securities Purchase Agreement (Unify Corp)
Integration. The Company shall not, and shall use its best commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Principal Market.
Appears in 6 contracts
Samples: Subscription Agreement (Metron Technology N V), Subscription Agreement (Metron Technology N V), Securities Purchase Agreement (Dot Hill Systems Corp)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the PurchasersPurchaser, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Principal Market.
Appears in 5 contracts
Samples: Convertible Note Purchase Agreement, Convertible Note Purchase Agreement (Elandia, Inc.), Convertible Debenture Purchase Agreement (Health Systems Solutions Inc)
Integration. The Company shall not, and shall use its commercially reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the PurchasersPurchaser, or that would be integrated with the offer or sale of the Securities Shares for purposes of the rules and regulations of any Trading Market.
Appears in 5 contracts
Samples: Common Stock Purchase Agreement (SB Asia Infrastructure Fund L.P.), Common Stock Purchase Agreement (Intelligroup Inc), Common Stock Purchase Agreement (Venture Tech Assets Ltd.)
Integration. The Company shall not, not and shall use its best efforts to ensure that no Affiliate of the Company shall, shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the issue, offer or sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 5 contracts
Samples: Series N Convertible Preferred Stock (Fonix Corp), Registration Rights Agreement (Fonix Corp), Convertible Preferred Stock Purchase Agreement (Fonix Corp)
Integration. The Company shall not, and shall use its best commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities 1933 Act) that would will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities 1933 Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketInvestor.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Nature's Miracle Holding Inc.), Securities Purchase Agreement (Crown LNG Holdings LTD), Securities Purchase Agreement (Catcha Investment Corp)
Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act0000 Xxx) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities 1933 Act of the sale of the Securities to the Purchasers, Subscribers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading the Principal Market.
Appears in 5 contracts
Samples: Subscription Agreement (TherapeuticsMD, Inc.), Subscription Agreement (TherapeuticsMD, Inc.), Subscription Agreement (TherapeuticsMD, Inc.)
Integration. The Company shall not, and shall use its best efforts to ensure that that, no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, Purchasers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Marketthe NASDAQ.
Appears in 5 contracts
Samples: Convertible Preferred Stock Purchase Agreement (Global Technologies LTD), Securities Purchase Agreement (Viisage Technology Inc), Convertible Note Purchase Agreement (Universal Broadband Networks Inc)
Integration. The Company shall not, and shall use its best commercially reasonable efforts to ensure that no Affiliate of the Company affiliate thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the Purchasers, Investor or that would be integrated with the offer or sale of the Securities Shares for purposes of the rules and regulations of any the Trading Market.
Appears in 4 contracts
Samples: Investment Agreement (Spectrum Pharmaceuticals Inc), Investment Agreement (Spectrum Pharmaceuticals Inc), Investment Agreement (CASI Pharmaceuticals, Inc.)
Integration. The Company shall not, not and shall use its best efforts to ensure that no Affiliate of the Company shall, shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities Debentures, the Warrants, Underlying Shares, or the Warrant Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Debentures and the Warrants to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 4 contracts
Samples: Convertible Debenture Purchase Agreement (Invu Inc), Convertible Debenture Purchase Agreement (Surgilight Inc), Convertible Debenture Purchase Agreement (International Fuel Technology Inc)
Integration. The Company shall not, and shall use its best commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, Purchasers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Bitzumi, Inc.), Securities Purchase Agreement (Internet Commerce Corp), Securities Purchase Agreement (Internet Commerce Corp)
Integration. The Company shall not, and shall use its best commercially reasonable efforts to ensure that no Affiliate of the Company thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, Purchasers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Cortex Pharmaceuticals Inc/De/), Securities Purchase Agreement (Cortex Pharmaceuticals Inc/De/), Securities Purchase Agreement (Cortex Pharmaceuticals Inc/De/)
Integration. The Company shall not, and shall use its best commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities this Warrant in a manner that would require the registration under the Securities Act of the sale of the Securities this Warrant to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketHolder.
Appears in 4 contracts
Samples: Common Stock Purchase (Kala Pharmaceuticals, Inc.), Credit Agreement (Kala Pharmaceuticals, Inc.), Credit Agreement (Lpath, Inc)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities 1933 Act) that would will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities 1933 Act of the sale of the Securities to the PurchasersInvestor, or that would will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market that would require, under the rules of the Trading Market, the Stockholder Approval.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Golden Matrix Group, Inc.), Securities Purchase Agreement (Ainos, Inc.), Securities Purchase Agreement (PARTS iD, Inc.)
Integration. The Company shall not, and shall use its best commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 4 contracts
Samples: Securities Purchase Agreement (PASSUR Aerospace, Inc.), Securities Purchase Agreement (Arena Pharmaceuticals Inc), Securities Purchase Agreement (Mikohn Gaming Corp)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate thereof or any person acting on behalf of the Company or any such Affiliate shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities Common Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Common Shares to the Purchasers, Investors or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketCommon Shares.
Appears in 4 contracts
Samples: Investors’ Rights Agreement (Cortendo AB), Investors’ Rights Agreement (Cortendo AB), Investors’ Rights Agreement (Cortendo AB)
Integration. The Company shall not, and shall use its best commercially reasonable efforts to ensure that no Affiliate of the Company thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, Investor or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Tauriga Sciences, Inc.), Securities Purchase Agreement (Firstcity Financial Corp), Securities Purchase Agreement (Kinderhook Partners, Lp)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act1000 Xxx) that would will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities 1933 Act of the sale of the Securities to the PurchasersInvestor, or that would will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market that would require, under the rules of the Trading Market, stockholder approval.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Boxlight Corp), Securities Purchase Agreement (Boxlight Corp), Securities Purchase Agreement (Boxlight Corp)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate none of the Company its affiliates shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the Purchasers, Investors or that would be integrated with the offer or sale of the Securities Shares for purposes of the rules and regulations of any Trading the Nasdaq National Market.
Appears in 4 contracts
Samples: Stock Purchase Agreement (Conceptus Inc), Stock Purchase Agreement (Conceptus Inc), Stock Purchase Agreement (Conceptus Inc)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act0000 Xxx) that would will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities 1933 Act of the sale of the Securities to the PurchasersInvestor, or that would will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market that would require, under the rules of the Trading Market, the Stockholder Approval.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Siyata Mobile Inc.), Securities Purchase Agreement (COMSovereign Holding Corp.), Securities Purchase Agreement (COMSovereign Holding Corp.)
Integration. The Company shall not, and shall use its best efforts ----------- to ensure that that, no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Aquatic Cellulose International Corp), Convertible Debenture Purchase Agreement (Amanda Co Inc), Securities Purchase Agreement (Ebaseone Corp)
Integration. The Company shall not, not and shall use its best efforts to ensure that no Affiliate of the Company shall, shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasersissue, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Marketto Southridge.
Appears in 3 contracts
Samples: Exchange Agreement (Fonix Corp), Preferred Stock Exchange Agreement (Fonix Corp), Exchange Agreement (Fonix Corp)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 3 contracts
Samples: Convertible Debenture Purchase Agreement (Possis Medical Inc), Securities Purchase Agreement (Iat Multimedia Inc), Securities Purchase Agreement (Allou Health & Beauty Care Inc)
Integration. The Company shall not, and shall use its best efforts to ensure that no Subsidiary or Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the PurchasersPurchaser, or that would will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Nova Biosource Fuels, Inc.), Securities Purchase Agreement (Nova Biosource Fuels, Inc.), Securities Purchase Agreement (Nova Biosource Fuels, Inc.)
Integration. The Company shall not, not and shall use its best efforts to ensure that no Affiliate of the Company shall, shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities Preferred Shares, the Warrants, Underlying Shares, or the Warrant Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Preferred Shares and the Warrants to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 3 contracts
Samples: Preferred Stock Purchase Agreement (Hertz Technology Group Inc), Preferred Stock Purchase Agreement (Hertz Technology Group Inc), Preferred Stock Purchase Agreement (Return Assured Inc)
Integration. The Company shall not, and shall use its best commercially reasonable efforts to ensure that no Affiliate of the Company thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities Common Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Common Shares to the Purchasers, Investors or that would be integrated with the offer or sale of the Securities Common Shares for purposes of the rules and regulations of any Trading Market.
Appears in 3 contracts
Samples: Securities Purchase Agreement (American Realty Capital Properties, Inc.), Securities Purchase Agreement (PROLOR Biotech, Inc.), Securities Purchase Agreement (Via Pharmaceuticals, Inc.)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the Purchasers, or that would be integrated with the offer or sale of the Securities Shares for purposes of the rules and regulations of any Trading Market, if such integration would result in a violation of any such rule or regulation.
Appears in 3 contracts
Samples: Voting Agreement (Wilsons the Leather Experts Inc), Voting Agreement (Waller Joel N), Common Stock Purchase Agreement (Wilsons the Leather Experts Inc)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading the Principal Market.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Bluephoenix Solutions LTD), Securities Purchase Agreement (Bluephoenix Solutions LTD), Securities Purchase Agreement (Bluephoenix Solutions LTD)
Integration. The Company shall not, and shall use its best efforts to ----------- ensure that that, no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 3 contracts
Samples: Convertible Debenture Purchase Agreement (Sonic Foundry Inc), Securities Purchase Agreement (Aquatic Cellulose International Corp), Convertible Debenture Purchase Agreement (Aquatic Cellulose International Corp)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would could be integrated with the offer or sale of the Securities in a manner that would could require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 3 contracts
Samples: Purchase Agreement (Verso Technologies Inc), Warrant Purchase Agreement (Verso Technologies Inc), Convertible Debenture Purchase Agreement (Eltrax Systems Inc)
Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act1000 Xxx) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities 1933 Act of the sale of the Securities to the Purchasers, Subscribers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading the Principal Market.
Appears in 3 contracts
Samples: Subscription Agreement (TherapeuticsMD, Inc.), Subscription Agreement (KushCo Holdings, Inc.), Subscription Agreement
Integration. The Company shall not, not and shall use its best efforts to ensure that no Affiliate of the Company shall, shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the issue, offer or sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketBuyers.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Fonix Corp), Securities Purchase Agreement (Fonix Corp), Securities Purchase Agreement (Fonix Corp)
Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act0000 Xxx) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities 1933 Act of the sale of the Securities to the Purchasers, Subscriber or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading the Principal Market.
Appears in 3 contracts
Samples: Subscription Agreement (TherapeuticsMD, Inc.), Subscription Agreement (TherapeuticsMD, Inc.), Subscription Agreement (TherapeuticsMD, Inc.)
Integration. The Company shall not, and shall use its best commercially reasonably efforts to ensure that no Affiliate of the Company thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Company Securities in a manner that would require the registration under the Securities Act of the sale of the Company Securities to the Purchasers, Purchasers or that would be integrated with the offer or sale of the Company Securities for purposes of the rules and regulations of any Trading Market.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Corvis Corp), Securities Purchase Agreement (Avanex Corp), Securities Purchase Agreement (Avanex Corp)
Integration. The Company shall not, and shall use its best commercially reasonable efforts to ensure that no Affiliate affiliate of the Company thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the Purchasers, Buyers or that would be integrated with the offer or sale of the Securities Shares for purposes of the rules and regulations of any Trading Markettrading market.
Appears in 3 contracts
Samples: Common Stock Purchase Agreement (Patient Safety Technologies, Inc), Common Stock Purchase Agreement (Kinderhook Partners, Lp), Common Stock Purchase Agreement (Patient Safety Technologies, Inc)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities to the Investors hereunder in a manner that would require the registration under the Securities Act of the sale of the Securities to the PurchasersInvestors, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Hollywood Media Corp), Securities Purchase Agreement (Access Integrated Technologies Inc), Securities Purchase Agreement (Access Integrated Technologies Inc)
Integration. The Company shall not, not and shall use its best efforts to ensure that no Affiliate of the Company shall, shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities Shares, the Warrant Shares or the Underlying Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares, the Warrant Shares or Underlying Shares to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketPurchaser.
Appears in 3 contracts
Samples: Convertible Preferred Stock Purchase Agreement (Cayenne Software Inc), Convertible Preferred Stock Purchase Agreement (Cayenne Software Inc), Convertible Preferred Stock Purchase Agreement (Cayenne Software Inc)
Integration. The Company shall not, and shall use its best commercially reasonable efforts to ensure that no Affiliate of the Company thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale or issuance of the Securities to the Purchasers, Purchaser or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Cicero Inc), Securities Purchase Agreement (Imperial Resources, Inc.), Securities Purchase Agreement (Imperial Resources, Inc.)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Cellular Technical Services Co Inc), Securities Purchase Agreement (Digital Recorders Inc)
Integration. The Company shall not, and shall use its best commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchaserseach Purchaser, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Principal Market.
Appears in 2 contracts
Samples: Securities Purchase Agreement (U S Restaurant Properties Inc), Securities Purchase Agreement (U S Restaurant Properties Inc)
Integration. The Company shall not, and shall use its best efforts to ----------- ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Electric Fuel Corp), Securities Purchase Agreement (Act Teleconferencing Inc)
Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate of the Company thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, Investor or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Alseres Pharmaceuticals Inc /De), Securities Purchase Agreement (Alseres Pharmaceuticals Inc /De)
Integration. The Company shall not, and shall use its best efforts to ensure that that, no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketPurchaser.
Appears in 2 contracts
Samples: Convertible Debenture Purchase Agreement (Tidel Technologies Inc), Convertible Debenture Purchase Agreement (Tidel Technologies Inc)
Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities Common Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Common Shares to the PurchasersPurchaser, or that would be integrated with the offer or sale of the Securities Common Shares for purposes of the rules and regulations of any the Trading Market.
Appears in 2 contracts
Samples: Purchase Agreement (Westwood One Inc /De/), Purchase Agreement (Gores Radio Holdings, LLC)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, Investors or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Curon Medical Inc), Securities Purchase Agreement (Solar Power, Inc.)
Integration. The Company shall not, and shall use its best commercially reasonable efforts to ensure that no Affiliate of neither the Company nor any of its Subsidiaries shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Purchased Securities to Purchaser in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketPurchased Securities.
Appears in 2 contracts
Samples: Purchase Agreement, Purchase Agreement (Vanguard Natural Resources, LLC)
Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Entremed Inc), Securities Purchase Agreement (Entremed Inc)
Integration. The Company shall not, not and shall use its best efforts to ensure that no Affiliate of the Company shall, shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the issue offer or sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Digital Biometrics Inc), Securities Purchase Agreement (Digital Biometrics Inc)
Integration. The Company shall not, not and shall use its best efforts to ----------- ensure that no Affiliate of the Company shall, shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the issue, offer or sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketBuyer.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Fonix Corp), Securities Purchase Agreement (Fonix Corp)
Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate of the Company thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities Common Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Common Shares to the Purchasers, Investors or that would be integrated with the offer or sale of the Securities Common Shares for purposes of the rules and regulations of any Trading Market.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Hythiam Inc), Securities Purchase Agreement (Eagle Bulk Shipping Inc.)
Integration. The Company shall not, and shall use its best commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities 1933 Act) that would will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities 1933 Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketInvestor.
Appears in 2 contracts
Samples: Securities Purchase Agreement (REE Automotive Ltd.), Securities Purchase Agreement (REE Automotive Ltd.)
Integration. The Company shall not, not and shall use its best efforts to ensure that no Affiliate of the Company shall, shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketPurchaser.
Appears in 2 contracts
Samples: Sicav Two Securities Purchase Agreement (IsoRay, Inc.), Sicav One Securities Purchase Agreement (IsoRay, Inc.)
Integration. The Company and its Subsidiaries shall not, and shall use its best their commercially reasonable efforts to ensure that no Affiliate of the Company thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, Investors or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 2 contracts
Samples: Security Agreement (Stratus Media Group, Inc), Security Agreement (Stratus Media Group, Inc)
Integration. The Company shall not, not and shall use its best efforts to ensure that no Affiliate of the Company shall, shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities Shares, the Warrant or the Underlying Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares, the Warrant or Underlying Shares to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketPurchaser.
Appears in 2 contracts
Samples: Convertible Preferred Stock Purchase Agreement (Vasomedical Inc), Convertible Preferred Stock Purchase Agreement (Vasomedical Inc)
Integration. The Company shall not, and shall use its best commercially reasonably efforts to ensure that no Affiliate of the Company thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities Common Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Common Shares to the Purchasers, Investor or that would be integrated with the offer or sale of the Securities Common Shares for purposes of the rules and regulations of any Trading Market.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Akorn Inc), Securities Purchase Agreement (Akorn Inc)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that it knows or should know would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, Purchasers or that it knows or should know would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Blue Rhino Corp), Securities Purchase Agreement (Blue Rhino Corp)
Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, Investor or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketNasdaq.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Quantum Fuel Systems Technologies Worldwide Inc), Securities Purchase Agreement (Quantum Fuel Systems Technologies Worldwide Inc)
Integration. The Company shall not, and shall use its best commercially reasonably efforts to ensure that no Affiliate of the Company thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities Company Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Company Shares to the Purchasers, Purchasers or that would be integrated with the offer or sale of the Securities Company Shares for purposes of the rules and regulations of any Trading Market.
Appears in 2 contracts
Samples: Purchase Agreement (Broadwing Corp), Purchase Agreement (Broadwing Corp)
Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, Purchaser or that would be integrated with the offer or and sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Theater Xtreme Entertainment Group, Inc), Securities Purchase Agreement (Theater Xtreme Entertainment Group, Inc)
Integration. The Company shall not, and shall use its best commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act1000 Xxx) that would will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities 1933 Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketInvestor.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Freight Technologies, Inc.), Securities Purchase Agreement (Indonesia Energy Corp LTD)
Integration. The Company shall not, and shall use its best commercially ----------- reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Questcor Pharmaceuticals Inc), Securities Purchase Agreement (Questcor Pharmaceuticals Inc)
Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate none of the Company its Affiliates shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, Investor or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Drugstore Com Inc), Stock Purchase Agreement (Drugstore Com Inc)
Integration. The Company shall not, not and shall use its best efforts to ensure that no Affiliate affiliate of the Company shall, shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities shares of Common Stock hereunder in a manner that would require the registration under the Securities Act of the sale of the Securities shares Common Stock to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketPurchaser.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Health Discovery Corp), Securities Purchase Agreement (Health Discovery Corp)
Integration. The Company shall not, and shall use its best efforts to ensure that that, no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for the purposes of the applicable rules and regulations of any Trading MarketNASDAQ.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Jawz Inc), Securities Purchase Agreement (Jaws Technologies Inc /Ny)
