Integration. The Company shall not 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 265 contracts
Samples: Securities Purchase Agreement (Vistula Communications Services Inc), Securities Purchase Agreement (Hartville Group Inc), Securities Purchase Agreement (Paincare Holdings Inc)
Integration. The Company shall not 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 Purchasers 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 119 contracts
Samples: Securities Purchase Agreement (Innovative Card Technologies Inc), Securities Purchase Agreement (Ecotality, Inc.), VPP Securities Purchase Agreement (Capital Growth Systems Inc /Fl/)
Integration. The Company shall not 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 MarketSecurities.
Appears in 65 contracts
Samples: Security Agreement (Accelerated Pharma, Inc.), Securities Purchase Agreement (United States Antimony Corp), Securities Purchase Agreement (United States Antimony Corp)
Integration. The Company shall not 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 MarketMarket such that it would require shareholder approval prior to the closing of such other transaction unless shareholder approval is obtained before the closing of such subsequent transaction.
Appears in 38 contracts
Samples: Securities Purchase Agreement (Foresight Autonomous Holdings Ltd.), Securities Purchase Agreement (Yield10 Bioscience, Inc.), Securities Purchase Agreement (Aethlon Medical Inc)
Integration. The Company shall not 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 resale 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 MarketSecurities.
Appears in 33 contracts
Samples: Securities Purchase Agreement (Global Technologies LTD), Securities Purchase Agreement (Sylios Corp), Securities Purchase Agreement (Sylios Corp)
Integration. The Company shall not 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 26 contracts
Samples: Securities Purchase Agreement (Zurvita Holdings, Inc.), Securities Purchase Agreement (Zurvita Holdings, Inc.), Securities Purchase Agreement (Omnireliant Holdings, Inc.)
Integration. The Company shall not 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 25 contracts
Samples: Subscription Agreement (Neutron Enterprises Inc), Securities Purchase Agreement (Pipeline Data Inc), Securities Purchase Agreement (Neutron Enterprises Inc)
Integration. The Company shall not 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 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 MarketPurchaser.
Appears in 23 contracts
Samples: Securities Purchase Agreement (Medovex Corp.), Securities Purchase Agreement (Medovex Corp.), Common Stock Purchase Agreement (Odyssey Group International, Inc.)
Integration. The Company shall not 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 Purchasers 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 MarketPurchasers.
Appears in 23 contracts
Samples: Securities Purchase Agreement (MGT Capital Investments Inc), Securities Purchase Agreement (Authentidate Holding Corp), Securities Purchase Agreement (Adamis Pharmaceuticals Corp)
Integration. The Company shall not 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 MarketPurchasers.
Appears in 22 contracts
Samples: Securities Purchase Agreement (CannLabs, Inc.), Note Purchase Agreement (CannLabs, Inc.), Securities Purchase Agreement (CannLabs, Inc.)
Integration. The Company shall not 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 MarketPurchasers.
Appears in 17 contracts
Samples: Securities Purchase Agreement (BioSig Technologies, Inc.), Securities Purchase Agreement (Hudson Holding Corp), Securities Purchase Agreement (Softech Inc)
Integration. The Company shall not 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 MarketMarket in a manner that would require stockholder approval of the sale of the securities to the Investors.
Appears in 17 contracts
Samples: Securities Purchase Agreement (InsPro Technologies Corp), Securities Purchase Agreement (HealthWarehouse.com, Inc.), Securities Purchase Agreement (Health Benefits Direct Corp)
Integration. The Company shall not sell, offer for sale 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 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 16 contracts
Samples: Securities Purchase Agreement (SinglePoint Inc.), Securities Purchase Agreement (Neuraxis, INC), Securities Purchase Agreement (Trio Petroleum Corp.)
Integration. The Company shall not 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.Purchasers; and
Appears in 11 contracts
Samples: Subscription Agreement (Tamandare Explorations Inc.), Subscription Agreement (Parkview Group Inc), Subscription Agreement (Anhui Taiyang Poulty Co Inc)
Integration. The Company shall not 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 and Warrants in a manner that would require the registration under the Securities Act of the sale of the Securities Shares and 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 MarketPurchasers.
Appears in 10 contracts
Samples: Securities Purchase Agreement (Alliqua, Inc.), Securities Purchase Agreement (chatAND, Inc.), Securities Purchase Agreement (chatAND, Inc.)
Integration. The Company shall not 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 any of the Transaction Securities in a manner that would require the registration under the Securities Act of the sale of the Investor Securities to the Purchasers or that would be integrated with the offer or sale of the Investor Securities for purposes of the rules and regulations of any Trading Market.
Appears in 9 contracts
Samples: Securities Purchase Agreement (China World Trade Corp), Securities Purchase Agreement (Nur Macroprinters LTD), Securities Purchase Agreement (Grant Ventures Inc)
Integration. The Company shall not sell, offer for sale or sale, 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 to the Purchaser 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 7 contracts
Samples: Share Purchase Agreement (Solarfun Power Holdings Co., Ltd.), Share Purchase Agreement (LDK Solar Co., Ltd.), Share Purchase Agreement (LDK Solar Co., Ltd.)
Integration. The Company shall not 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 or the issuance of the Warrants or the Warrant 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 MarketPurchasers.
Appears in 7 contracts
Samples: Common Stock Purchase Agreement (Curis Inc), Securities Purchase Agreement (Vincera, Inc.), Common Stock Purchase Agreement (Curis Inc)
Integration. The Company shall not 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 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 MarketShares.
Appears in 7 contracts
Samples: Securities Purchase Agreement (Gaming Technologies, Inc.), Securities Purchase Agreement (Gaming Technologies, Inc.), Share Purchase Agreement (Tefron LTD)
Integration. The Company shall not 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 any or all of such 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: Securities Purchase Agreement (Diversified Senior Services Inc), Securities Purchase Agreement (Team Communication Group Inc), Securities Purchase Agreement (Team Communication Group Inc)
Integration. The Company shall not 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 6 contracts
Samples: Escrow Agreement (Valde Connections Inc), Securities Purchase Agreement (Novatel Wireless Inc), Securities Purchase Agreement (Daugherty Resources Inc)
Integration. The Company shall not sell, offer for sale 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 MarketSecurities.
Appears in 6 contracts
Samples: Convertible Note Purchase Agreement (Data443 Risk Mitigation, Inc.), Convertible Note Purchase Agreement (Data443 Risk Mitigation, Inc.), Convertible Note Purchase Agreement (Endexx Corp)
Integration. The Company shall not 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, if then listed or quoted on a Trading Market, 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: Securities Purchase Agreement (AFG Enterprises USA, Inc.), Securities Purchase Agreement (Rapid Link Inc), Securities Purchase Agreement (Rapid Link Inc)
Integration. The Company shall not 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 hereunder or that would be integrated with the offer or sale of the Securities hereunder for purposes of the rules and regulations of any Trading MarketMarket such that it would require shareholder approval of the sale of the Securities hereunder.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Digihost Technology Inc.), Securities Purchase Agreement (Digihost Technology Inc.), Securities Purchase Agreement
Integration. The Company shall not 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 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 5 contracts
Samples: Securities Purchase Agreement (Vocodia Holdings Corp), Securities Purchase Agreement (Paid Inc), Securities Purchase Agreement (Paid Inc)
Integration. The Company shall not 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 require approval of the Securities for purposes Company’s shareholders of such other transaction unless such shareholder approval is obtained before the rules and regulations closing of any Trading Marketsuch subsequent transaction.
Appears in 5 contracts
Samples: Securities Purchase Agreement (KinerjaPay Corp.), Exchange Agreement (Quad M Solutions, Inc.), Exchange Agreement (Resonate Blends, Inc.)
Integration. The Company shall not 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 4 contracts
Samples: Securities Purchase Agreement (BTHC VI Inc), Securities Purchase Agreement (FatBoy Capital, L.P.), Securities Purchase Agreement (Crdentia Corp)
Integration. The Company shall not 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 Marketthe NASDAQ National Market or the Toronto Stock Exchange.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Forbes Medi Tech Inc), Securities Purchase Agreement (Forbes Medi Tech Inc), Securities Purchase Agreement (Forbes Medi Tech Inc)
Integration. The Company shall not 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 4 contracts
Samples: Securities Purchase Agreement (Softech Inc), Securities Purchase Agreement (Softech Inc), Securities Purchase Agreement (Softech Inc)
Integration. The Company shall not 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 or the Debenture Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Debentures or the Debenture Shares to any Purchaser or cause the Purchasers or that would offering of such securities to be integrated with any other offering of securities by the offer or sale of Company for the Securities for purposes of the rules and regulations purpose of any Trading Marketstockholder approval provision applicable to the Company or its securities.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Alliance Pharmaceutical Corp), Securities Purchase Agreement (Endocare Inc), Securities Purchase Agreement (Alliance Pharmaceutical Corp)
Integration. The Company shall not 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 to the Purchasers Offering or, if then listed or quoted on a trading market, that would be integrated with the offer or sale of the Securities Offering for purposes of the rules and regulations of any Trading Markettrading market.
Appears in 4 contracts
Samples: Subscription Agreement (New Frontier Energy Inc), Form of Subscription Agreement (China Evergreen Environmental CORP), Subscription Agreement (Astrata Group Inc)
Integration. The Company shall not 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 Investor 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 MarketInvestor.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Mobiquity Technologies, Inc.), Securities Purchase Agreement (Vocodia Holdings Corp), Securities Purchase Agreement (NF Energy Saving Corp)
Integration. The Company shall not 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 Purchaser 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 3 contracts
Samples: Securities Purchase Agreement (International Stem Cell CORP), Securities Purchase Agreement (China Health Resource, Inc.), Securities Purchase Agreement (Enable Holdings, Inc.)
Integration. The Company shall not 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 such that it would require stockholder approval for purposes of the rules and regulations of any Trading MarketMarket or otherwise unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Palatin Technologies Inc), Securities Purchase Agreement (Palatin Technologies Inc), Securities Purchase Agreement (Palatin Technologies Inc)
Integration. The Company shall not 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 Stock or the Conversion Shares in a manner that would require the registration under the Securities Act of the sale to any Purchaser of the Securities Preferred Stock or the Conversion Shares or cause the offering of such securities to the Purchasers or that would be integrated with any other offering of securities by the offer or sale of Company for the Securities for purposes of the rules and regulations purpose of any Trading Marketstockholder approval provision applicable to the Company or its securities.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Genmar Holdings Inc), Securities Purchase Agreement (Marshall Financial Group Inc), Securities Purchase Agreement (Marex Com Inc)
Integration. The Company shall not 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 Purchased Shares 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.Purchased Shares..
Appears in 3 contracts
Samples: Subscription Agreement (Pani Corp.), Subscription Agreement (Toro Corp.), Subscription Agreement (Toro Corp.)
Integration. The Company shall not 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 or Underlying Securities to the Investors 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 3 contracts
Samples: Securities Purchase Agreement (Digital Brands Group, Inc.), Securities Purchase Agreement (Digital Brands Group, Inc.), Securities Purchase Agreement (Digital Brands Group, Inc.)
Integration. The Company shall not 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 Warrants in a manner that would require the registration under the Securities Act of the sale of the Securities Shares or the issuance of the Warrants or any Warrant 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 MarketPurchasers.
Appears in 3 contracts
Samples: Securities Purchase Agreement (First Avenue Networks Inc), Securities Purchase Agreement (Particle Drilling Technologies Inc/Nv), Securities Purchase Agreement (Skyterra Communications Inc)
Integration. The Company shall not 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 to Shares or the Purchasers or that would be integrated with the offer or sale issuance of the Securities for purposes of the rules and regulations of any Trading MarketWarrants pursuant hereto.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Uni-Pixel), Securities Purchase Agreement (Tudor Investment Corp Et Al), Securities Purchase Agreement (Uni-Pixel)
Integration. The Company shall not 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 Series B Preferred Stock in a manner that would require the registration under the Securities Act of the sale of the Securities Series B Preferred 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 MarketPurchasers.
Appears in 3 contracts
Samples: Series B Preferred Stock Purchase Agreement (Phoenix Venture Fund LLC), Series B Preferred Stock Purchase Agreement (Communication Intelligence Corp), Series B Preferred Stock Purchase Agreement (Phoenix Venture Fund LLC)
Integration. The Company shall not 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 Purchased Shares and the Warrants in a manner that would require the registration under the Securities Act of the sale of the Securities Purchased 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 MarketPurchasers.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Phoenix Venture Fund LLC), Securities Purchase Agreement (Communication Intelligence Corp), Securities Purchase Agreement (Phoenix Venture Fund LLC)
Integration. The Company shall not 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 Shares under the Securities Act of the sale of the Securities to the Purchasers applicable Law or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Markettrading market.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Quaint Oak Bancorp Inc), Stock Purchase Agreement (Quaint Oak Bancorp Inc), Stock Purchase Agreement (Quaint Oak Bancorp Inc)
Integration. The Company shall not 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 to the Purchasers 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.
Appears in 3 contracts
Samples: Securities Purchase Agreement (GS Valet, Inc.), Securities Purchase Agreement (usell.com, Inc.), Stock Purchase Agreement (Aspen Group, Inc.)
Integration. The Company shall not 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 Series B Preferred Stock in a manner that would require the registration under the Securities Act of the sale conversion and exchange of the Securities to the Purchasers or that would be integrated with the offer or sale Indebtedness for shares of the Securities for purposes of the rules and regulations of any Trading MarketSeries B Preferred Stock.
Appears in 3 contracts
Samples: Exchange Agreement (Communication Intelligence Corp), Exchange Agreement (Phoenix Venture Fund LLC), Exchange Agreement (Phoenix Venture Fund LLC)
Integration. The Company shall not 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 the OTC Bulletin Board or any Trading Market.
Appears in 3 contracts
Samples: Preferred Stock and Warrant Purchase Agreement (Somanta Pharmaceuticals Inc.), Preferred Stock and Warrant Purchase Agreement (Somanta Pharmaceuticals Inc.), Preferred Stock and Warrant Purchase Agreement (TRUEYOU.COM)
Integration. The Company shall not 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 that, to the Company’s knowledge, would be integrated with the offer or sale of the Securities in a manner that would require the registration under Section 5 of the Securities Act of the sale of the Securities to the Purchasers or that that, to the Company’s knowledge, 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 (Cardima Inc), Securities Purchase Agreement (Cardima Inc), Securities Purchase Agreement (Cardima Inc)
Integration. The Company shall not 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 MarketInvestors.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Pharmafrontiers Corp), Securities Purchase Agreement (Pharmafrontiers Corp), Securities Purchase Agreement (Pharmafrontiers Corp)
Integration. The Company shall not 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 cause the transactions contemplated hereby to violate the registration requirements 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 any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any the applicable Trading Market.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Bionovo Inc), Securities Purchase Agreement (Oilsands Quest Inc)
Integration. The Company shall not 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 Purchasers 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 applicable Trading Market.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Oxford Media, Inc.), Securities Purchase Agreement (Gigabeam Corp)
Integration. The Company shall not 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 Exchange of the Exchanging 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 MarketNew Primary Securities.
Appears in 2 contracts
Samples: Exchange Agreement (Faraday Future Intelligent Electric Inc.), Exchange Agreement (Faraday Future Intelligent Electric Inc.)
Integration. The Company shall not 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 Markettrading market in violation of the rules and regulations of the trading market.
Appears in 2 contracts
Samples: Note Purchase Agreement (Providence Service Corp), Escrow Agreement (Providence Service Corp)
Integration. The Company shall not 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 Purchasers 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 regulations, including, but not limited to, the stockholder approval requirements, of any Trading the Principal Market.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Authentidate Holding Corp), Securities Purchase Agreement (GreenHunter Resources, Inc.)
Integration. The Company shall not 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 Units, the Shares, the Warrants or the Warrant Shares to the Purchasers or Purchasers. The Company shall conduct its business in a manner so that would be integrated with it will not become subject to registration under the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketInvestment Company Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Osteologix, Inc.), Securities Purchase Agreement (Osteologix, Inc.)
Integration. The Company shall not 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 any or all of such 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 MarketSubscriber.
Appears in 2 contracts
Samples: Subscription Agreement (Xceed Inc), Subscription Agreement (Centura Software Corp)
Integration. The Company shall not 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 integrated, for purposes of the Securities Act and the rules and regulations thereunder, 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 be issued 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 hereunder.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Cue Biopharma, Inc.), Stock Purchase Agreement (Cue Biopharma, Inc.)
Integration. The Company shall not 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 and Exchange Securities in a manner that would require the registration under the Securities Act of the sale of the Securities or Exchange Securities to the Purchasers or that would be integrated with the offer or sale of the Securities or Exchange Securities for purposes of the rules and regulations of any Trading Market.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Ustelematics Inc), Securities Purchase Agreement (Ustelematics Inc)
Integration. The Subject to Requisite Approvals, the Company shall not 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 (Ramp Corp), Securities Purchase Agreement (Ramp Corp)
Integration. The Company shall not 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 in violation of the rules and regulations of any Trading Market.
Appears in 2 contracts
Samples: Common Stock and Warrant Purchase Agreement (Antares Pharma Inc), Common Stock and Warrant Purchase Agreement (Antares Pharma Inc)
Integration. The Company shall not 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 be integrated with the offer or sale of the Securities in a manner that would require Units and 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 underlying Unit Shares and Warrants for purposes of the rules and regulations of any Trading Markettrading market such that it would require shareholder approval prior to the closing of such other transaction unless shareholder approval is obtained before the closing of such subsequent transaction.
Appears in 2 contracts
Samples: Subscription Agreement (Canopy Growth Corp), Subscription Agreement (Canopy Growth Corp)
Integration. The Company shall not 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 MarketPurchasers.
Appears in 2 contracts
Samples: Subscription Agreement (Nephros Inc), Subscription Agreement (Innovive Pharmaceuticals, Inc.)
Integration. The Company shall not 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 MarketMarket if such integration would impair the exemptions relied upon in this offering or negatively impact the company’s ability to comply with its obligations hereunder.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Amarillo Biosciences Inc), Securities Purchase Agreement (Amarillo Biosciences Inc)
Integration. The Company shall not sell, offer for sale or solicit offers to buy purchase 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 issuance of the Securities Exchange Shares in a manner that would require the registration under registration, pursuant to the Securities Act Act, of the sale issuance of any or all 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 MarketExchange Shares.
Appears in 2 contracts
Samples: NowNews Digital Media Technology Co. Ltd., Now News Digital Media Technology Co Ltd.
Integration. The Company shall not 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 the 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 (Cytogen Corp), Convertible Preferred Stock Purchase Agreement (Uniview Technologies Corp)
Integration. The Company shall not 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 and Additional Investment Rights in a manner that would require the registration under the Securities Act of the sale of the Securities Debentures and Additional Investment Rights 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 MarketPurchasers.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Able Energy Inc), Securities Purchase Agreement (Able Energy Inc)
Integration. The Company shall not 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 Securities, in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers or Purchasers. The Company shall conduct its business in a manner so that would be integrated with it will not become subject to registration under the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketInvestment Company Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Neoview Holdings Inc.), Form of Securities Purchase Agreement (Man Shing Agricultural Holdings, Inc)
Integration. The Company shall not 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 and Warrants in a manner that would require the registration under the Securities Act of the sale of the Securities Debentures and Warrants to the Purchasers or that would be integrated with the offer or sale of the Securities Debentures and Warrants for purposes of the rules and regulations of any Trading Market.
Appears in 2 contracts
Samples: Registration Rights Agreement (Composite Technology Corp), Registration Rights Agreement (Composite Technology Corp)
Integration. The Company shall not 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 or 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 MarketSecurities.
Appears in 2 contracts
Samples: Security Agreement (Accelerated Pharma, Inc.), Securities Purchase Agreement (Accelerated Pharma, Inc.)
Integration. The Company shall not 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 Notes in a manner that would require the registration under the Securities Act of the sale of the Securities Notes or the issuance of the Warrants or the Conversion Shares or Warrant 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 MarketPurchasers.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Wilson Holdings, Inc.), Securities Purchase Agreement (Wilson Holdings, Inc.)
Integration. The Company shall not 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, the Debenture Shares or the Warrant Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Debentures, the Warrants, the Debenture Shares or the Warrant 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: Securities Purchase Agreement (Geron Corporation), Securities Purchase Agreement (Geron Corporation)
Integration. The Company shall not 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 Purchasers. The Company shall conduct its business in a manner so that would be integrated with it will not become subject to registration under the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketInvestment Company Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Osteologix, Inc.), Securities Purchase Agreement (Osteologix, Inc.)
Integration. The Company shall not 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 any 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 any of the Securities for purposes of the rules and regulations of any Trading MarketSecurities.
Appears in 2 contracts
Samples: Investment Agreement (ModusLink Global Solutions Inc), Investment Agreement (Handy & Harman Ltd.)
Integration. The Company shall not 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, Warrant Shares or APA Shares, in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers Shares, Warrant Shares or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading MarketAPA Shares.
Appears in 2 contracts
Samples: Share Purchase Agreement (Tefron LTD), Share Purchase Agreement (Lieberman Martin)
Integration. The Company shall not sell, offer for sale or sale, solicit offers to buy or otherwise negotiate in respect of any security “security” (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities Shares to the Investors 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 result in any violation of the Securities for purposes of the rules and regulations of any Trading MarketAct.
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (TerraForm Power, Inc.), Common Stock Purchase Agreement (TerraForm Power, Inc.)
Integration. The Company shall not 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, if then listed or quoted on a Trading Market, 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 (Uni-Pixel), Securities Purchase Agreement (Zone Mining LTD)
Integration. The Company shall not 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 (Trinity Learning Corp), Securities Purchase Agreement (UC Hub Group Inc)
Integration. The Company shall not 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 Marketthe NASDAQ National Market or the Toronto Stock Exchange.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Forbes Medi Tech Inc), Securities Purchase Agreement (Forbes Medi Tech Inc)
Integration. The Company shall not 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 Holders 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 Exchange and Amendment Agreement (Gigabeam Corp), Securities Exchange Agreement (Oxford Media, Inc.)
Integration. The Company shall not 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 offer and sale of the Securities to the Purchasers Investor or in a manner that would be integrated with the offer or sale of the Securities for purposes of could violate any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any the applicable Trading Market.
Appears in 2 contracts
Samples: Security Agreement (NYXIO TECHNOLOGIES Corp), Securities Purchase Agreement (Marina Biotech, Inc.)
Integration. The Company shall not 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 MarketInvestor.
Appears in 2 contracts
Samples: Preferred Stock Purchase Agreement (Advaxis, Inc.), Preferred Stock Purchase Agreement (Advaxis, Inc.)
Integration. The Company shall not 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 resale of the Securities to by the Purchasers Purchaser or that would be integrated with the offer or sale of the Securities for purposes of the applicable rules and regulations of any Trading Market.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Mach One Corp), Securities Purchase Agreement (Mach One Corp)
Integration. The Company shall not 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 applicable rules and regulations of any Trading Market.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Syzygy Entertainment LTD), Securities Purchase Agreement (Enlightened Gourmet, Inc.)
Integration. The Company shall not 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.
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (Uluru Inc.), Securities Purchase Agreement (Crdentia Corp)
Integration. The Company shall not 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 MarketMarket such that it would require shareholder approval of the sale of the Securities to the Purchasers unless shareholder approval is obtained.
Appears in 1 contract
Integration. The Company shall not 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 Warrant Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Warrant Shares to the Purchasers Purchasers, 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 MarketMarket if such integration would result in a violation of such rules and regulations.
Appears in 1 contract
Samples: Warrant Exercise Purchase Agreement (Navios Maritime Holdings Inc.)
Integration. The Company shall not 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 Stock in a manner that would require the registration under the Securities Act of the sale of the Securities Common Stock to the Purchasers any Purchaser, or to issue securities in such circumstances that would be is likely to result in such offering being integrated with the offer or sale of the Securities for purposes of the rules and regulations of Common Stock in such manner that stockholder approval would be required pursuant to any Trading Marketstockholder approval provision applicable to Company or its securities.
Appears in 1 contract
Integration. The Company shall not 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 in a manner that would require the registration under the Securities Act of the sale of the Securities Debentures to the Purchasers or that would be integrated with the offer or sale of the Securities Debentures for purposes of the rules and regulations of any Trading Market.
Appears in 1 contract
Integration. The Company shall not 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 pursuant 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 MarketTransaction Documents.
Appears in 1 contract
Samples: Unit Purchase Agreement (Marathon Patent Group, Inc.)
Integration. The Company shall not 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 Investors or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Marketapplicable exchange or market on which the Common Stock is listed or quoted.
Appears in 1 contract
Samples: Purchase Agreement (Caprius Inc)
Integration. The Company shall not 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 which could violate any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any the applicable Trading Market.
Appears in 1 contract
Samples: Securities Purchase Agreement (Daystar Technologies Inc)
Integration. The Company shall not 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 the 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 MarketInvestor.
Appears in 1 contract
Integration. The Company shall not sell, offer for sale or sale, solicit offers to buy or otherwise negotiate in respect of any security “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 to the Investors in a manner that would require the registration under the Securities Act of the sale of the Securities such shares of Common Stock to the Purchasers Investors or that would be integrated with the offer or sale result in any violation of the Securities for purposes of the rules and regulations of any Trading MarketAct.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Terraform Global, Inc.)
Integration. The Except as contemplated elsewhere in this Agreement, the Company shall not 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 MarketPurchasers.
Appears in 1 contract
Samples: Securities Purchase Agreement (Foothills Resources Inc)
Integration. The Company shall not 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 any or all of such 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 1 contract
Samples: Securities Purchase Agreement (Finantra Capital Inc)
Integration. The Company shall not 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 or the Conversion Shares in a manner that would require the registration under the Securities Act of the sale of the Securities or the Conversion Shares to any Purchaser or cause the Purchasers or that would offering of such securities to be integrated with any other offering of securities by the offer or sale of Company for the Securities for purposes of the rules and regulations purpose of any Trading Marketstockholder approval provision applicable to the Company or its securities.
Appears in 1 contract
Samples: Securities Purchase Agreement (Uniview Technologies Corp)
Integration. The Company shall not 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 any or all of such 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 1 contract
Integration. The Company shall not 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 to the Purchasers 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 Units for purposes of the rules and regulations of any the Trading Market.
Appears in 1 contract
Integration. The Company shall not 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 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.
Appears in 1 contract
Samples: Securities Purchase Agreement (Services Acquisition Corp. International)
Integration. The Company shall not 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 to the Purchasers 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 MarketPurchasers.
Appears in 1 contract
Samples: Securities Purchase Agreement (Sinocoking Coal & Coke Chemical Industries, Inc.)
Integration. The Company shall not 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 Purchasers 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 MarketMarket on which the Common Stock is listed or quoted.
Appears in 1 contract
Integration. The Company shall not 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 to the Purchasers 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 Marketnational securities exchange or quotation system.
Appears in 1 contract
Samples: Securities Purchase Agreement (Artistry Publications Inc)
