Common use of Minute Books Clause in Contracts

Minute Books. The minute books of the Company have been made available to the Underwriters and counsel for the Underwriters, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 81 contracts

Samples: Underwriting Agreement (NRX Pharmaceuticals, Inc.), Underwriting Agreement (Akers Biosciences, Inc.), Underwriting Agreement (Harbor Custom Development, Inc.)

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Minute Books. The minute books of the Company have been made available to the Underwriters and counsel for the Underwriters, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 13 contracts

Samples: Underwriting Agreement (NeoStem, Inc.), Underwriting Agreement (Ritter Pharmaceuticals Inc), Underwriting Agreement (Ritter Pharmaceuticals Inc)

Minute Books. The minute books of the Company have been made available to the Underwriters Placement Agent and counsel for the UnderwritersPlacement Agent, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 9 contracts

Samples: Securities Purchase Agreement (Nano Dimension Ltd.), Securities Purchase Agreement (Nano Dimension Ltd.), Securities Purchase Agreement (Nano Dimension Ltd.)

Minute Books. The minute books of the Company and each Subsidiary have been made available to the Underwriters and counsel for the Underwriters, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company or any Subsidiary that are not properly approved and/or accurately and fairly recorded in the minute books of the CompanyCompany or any Subsidiary, as applicable.

Appears in 8 contracts

Samples: Underwriting Agreement (Sg Blocks, Inc.), Underwriting Agreement (Sg Blocks, Inc.), Underwriting Agreement (Sg Blocks, Inc.)

Minute Books. The minute books of the Company have been made available to the Underwriters and counsel for the Underwriters, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable)) since July 12, and each of its Subsidiaries since the time of its respective incorporation or organization 2012 through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 7 contracts

Samples: Underwriting Agreement (Rennova Health, Inc.), Underwriting Agreement (Rennova Health, Inc.), Underwriting Agreement (Rennova Health, Inc.)

Minute Books. The minute books of the Company have been made available to the Underwriters and counsel for the Underwriters, and such books (i) contain a complete summary of all material meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all material transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 7 contracts

Samples: Underwriting Agreement (Intensity Therapeutics, Inc.), Underwriting Agreement (Intensity Therapeutics, Inc.), Underwriting Agreement (Intensity Therapeutics, Inc.)

Minute Books. The minute books of the Company have been made available to the Underwriters and counsel for the UnderwritersRepresentative Counsel, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization inception through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 7 contracts

Samples: Underwriting Agreement (Tivic Health Systems, Inc.), Underwriting Agreement (Tivic Health Systems, Inc.), Underwriting Agreement (Tivic Health Systems, Inc.)

Minute Books. The minute books of the Company have been made available to the Underwriters and counsel for the UnderwritersRepresentative Counsel, and such books (i) contain a complete summary of all meetings and actions of the board Board of directors Directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 7 contracts

Samples: Underwriting Agreement (cbdMD, Inc.), Underwriting Agreement (cbdMD, Inc.), Underwriting Agreement (Level Brands, Inc.)

Minute Books. The minute books of the Company have been made available to the Underwriters and counsel for the Underwriters, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 6 contracts

Samples: Underwriting Agreement (Sorrento Therapeutics, Inc.), Underwriting Agreement (Sorrento Therapeutics, Inc.), Underwriting Agreement (Intellicheck Mobilisa, Inc.)

Minute Books. The minute books of the Company and each Subsidiary have been made available to the Underwriters and counsel for the Underwriters, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization January 1, 2016 through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company or any Subsidiary that are not properly approved and/or accurately and fairly recorded in the minute books of the CompanyCompany or any Subsidiary, as applicable.

Appears in 5 contracts

Samples: Underwriting Agreement (Avinger Inc), Underwriting Agreement (Digital Ally Inc), Underwriting Agreement (Avinger Inc)

Minute Books. The minute books of the Company have been made available to the Underwriters and counsel for the UnderwritersRepresentative Counsel, and such books (i) contain a complete summary of all meetings and actions of the board Board of directors Directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 5 contracts

Samples: Underwriting Agreement (FG Financial Group, Inc.), Underwriting Agreement (FG Financial Group, Inc.), Underwriting Agreement (FG Financial Group, Inc.)

Minute Books. The minute books of the Company have been made available to the Underwriters and counsel for the UnderwritersRepresentative Counsel, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries ) since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 4 contracts

Samples: Underwriting Agreement (Hepion Pharmaceuticals, Inc.), Underwriting Agreement (Hepion Pharmaceuticals, Inc.), Underwriting Agreement (Hepion Pharmaceuticals, Inc.)

Minute Books. The minute books of the Company and each Subsidiary have been made available to the Underwriters and counsel for the UnderwritersRepresentative Counsel, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company and each Subsidiary (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization January 2022 through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company and each Subsidiary that are not properly approved and/or accurately and fairly recorded in the minute books of the CompanyCompany or its Subsidiary, as applicable.

Appears in 4 contracts

Samples: Underwriting Agreement (KWESST Micro Systems Inc.), Underwriting Agreement (Sidus Space Inc.), Underwriting Agreement (Sidus Space Inc.)

Minute Books. The minute books of the Company have has been made available to the Underwriters and counsel for the UnderwritersRepresentative Counsel, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization November 16, 2021 through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company or its Subsidiary that are not properly approved and/or accurately and fairly recorded in the minute books of the CompanyCompany or its Subsidiary, as applicable.

Appears in 4 contracts

Samples: Underwriting Agreement (Lirum Therapeutics, Inc.), Underwriting Agreement (Lirum Therapeutics, Inc.), Underwriting Agreement (Lirum Therapeutics, Inc.)

Minute Books. The minute books of the Company have been made available to the Underwriters and counsel for the Underwriters, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries ) since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 4 contracts

Samples: Underwriting Agreement (PARETEUM Corp), Underwriting Agreement (Akers Biosciences Inc), Underwriting Agreement (Meridian Waste Solutions, Inc.)

Minute Books. The minute books of the Company have been made available to the Underwriters and counsel for the Underwriters, and such books (i) contain a complete summary of all meetings and actions of the board of directors Board (including each board Board committee) and stockholders shareholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries subsidiaries since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 4 contracts

Samples: Underwriting Agreement (Electrameccanica Vehicles Corp.), Underwriting Agreement (Electrameccanica Vehicles Corp.), Underwriting Agreement (Electrameccanica Vehicles Corp.)

Minute Books. The minute books of the Company have has been made available to the Underwriters and counsel for the UnderwritersRepresentative Counsel, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each since January 2021 (the date of its Subsidiaries since the time of its respective incorporation or organization Company’s inception) through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 4 contracts

Samples: Underwriting Agreement (Marpai, Inc.), Underwriting Agreement (Marpai, Inc.), Underwriting Agreement (Marpai, Inc.)

Minute Books. The minute books of the Company have has been made available to the Underwriters and counsel for the UnderwritersRepresentative Counsel, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization December 2014 through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 3 contracts

Samples: Underwriting Agreement (iSpecimen Inc.), Underwriting Agreement (iSpecimen Inc.), Underwriting Agreement (iSpecimen Inc.)

Minute Books. The minute books of the Company and its Subsidiaries have been made available to the Underwriters and counsel for the Underwriters, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company and each of its Subsidiaries (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries ) since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company or any Subsidiary that are not properly approved and/or accurately and fairly recorded in the minute books of the CompanyCompany or such Subsidiary, as applicable.

Appears in 3 contracts

Samples: Underwriting Agreement (Perfect Moment Ltd.), Underwriting Agreement (Perfect Moment Ltd.), Underwriting Agreement (Perfect Moment Ltd.)

Minute Books. The minute books of the Company have been made available to the Underwriters and counsel for the Underwriters, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries the Subsidiary since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 3 contracts

Samples: Underwriting Agreement (Cancer Genetics, Inc), Underwriting Agreement (Cancer Genetics, Inc), Underwriting Agreement (Cancer Genetics, Inc)

Minute Books. The minute books of the Company have been made available to the Underwriters and counsel for the Underwriters, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 3 contracts

Samples: Underwriting Agreement (Nuvectis Pharma, Inc.), Underwriting Agreement (Nuvectis Pharma, Inc.), Underwriting Agreement (Synthetic Biologics, Inc.)

Minute Books. The minute books of the Company have been made available to the Underwriters and counsel for the Underwriters, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries ) since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 3 contracts

Samples: Underwriting Agreement (NephroGenex, Inc.), Underwriting Agreement (NephroGenex, Inc.), Underwriting Agreement (NephroGenex, Inc.)

Minute Books. The minute books of the Company and the Subsidiaries have been made available to the Underwriters and counsel for the Underwriters, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company or any of its Subsidiaries, that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, or any of its Subsidiaries, as applicable.

Appears in 3 contracts

Samples: Underwriting Agreement (Flewber Global Inc.), Underwriting Agreement (Flewber Global Inc.), Underwriting Agreement (Flewber Global Inc.)

Minute Books. The minute books of the Company have been made available to the Underwriters and counsel for the Underwriters, and such books (i) contain a complete summary of all meetings and actions consents of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable)) since January 1, and each of its Subsidiaries since the time of its respective incorporation or organization 2014 through the date of the latest meeting and actionconsent, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 3 contracts

Samples: Underwriting Agreement (Creative Realities, Inc.), Underwriting Agreement (Creative Realities, Inc.), Underwriting Agreement (Cocrystal Pharma, Inc.)

Minute Books. The minute books of the Company and its Subsidiaries have been made available to the Underwriters and counsel for the UnderwritersRepresentative Counsel, and such books (i) contain a materially complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization from January 1, 2020 through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company or its Subsidiaries within the period referred to in the prior sentence that are not properly approved and/or accurately and fairly recorded in the minute books of the CompanyCompany or its Subsidiaries, as applicable.

Appears in 2 contracts

Samples: Underwriting Agreement (GEE Group Inc.), Underwriting Agreement (GEE Group Inc.)

Minute Books. The minute books of the Company have been made available to the Underwriters and counsel for the Underwriters, and such books (i) contain a complete summary of all meetings and actions consents of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable)) since January 1, and each of its Subsidiaries since the time of its respective incorporation or organization 2015 through the date of the latest meeting and actionconsent, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 2 contracts

Samples: Underwriting Agreement (Opgen Inc), Underwriting Agreement (Cocrystal Pharma, Inc.)

Minute Books. The minute books of the Company have been made available to the Underwriters and counsel for the Underwriters, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders shareholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 2 contracts

Samples: Underwriting Agreement (CVSL Inc.), Underwriting Agreement (Cel Sci Corp)

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Minute Books. The minute books of the Company have been made available to the Underwriters and counsel for the Underwriters, and such books (i) contain a complete summary of all material meetings and actions of the board of directors (including each board committee) and stockholders shareholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all material transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 2 contracts

Samples: Underwriting Agreement (GoodFaith Technology Inc.), Underwriting Agreement (Rectitude Holdings Ltd.)

Minute Books. The minute books of the Company and each Subsidiary have been made available to the Underwriters and counsel for the Underwriters, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization January 1, 2019 through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company or any Subsidiary that are not properly approved and/or accurately and fairly recorded in the minute books of the CompanyCompany or any Subsidiary, as applicable.

Appears in 2 contracts

Samples: Underwriting Agreement (My Size, Inc.), Underwriting Agreement (My Size, Inc.)

Minute Books. The minute books of the Company have been made available to the Underwriters Underwriter and counsel for the UnderwritersUnderwriter, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries Subsidiary since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 2 contracts

Samples: Underwriting Agreement (Insurance Income Strategies Ltd.), Underwriting Agreement (Insurance Income Strategies Ltd.)

Minute Books. The minute books of the Company have has been made available to the Underwriters and counsel for the UnderwritersRepresentative Counsel, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization December 2014 through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company or its Subsidiary that are not properly approved and/or accurately and fairly recorded in the minute books of the CompanyCompany or its Subsidiary, as applicable.

Appears in 2 contracts

Samples: Underwriting Agreement (Lantern Pharma Inc.), Underwriting Agreement (Lantern Pharma Inc.)

Minute Books. The minute books of the Company have been made available to the Underwriters Agent and counsel for the UnderwritersAgent, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 1 contract

Samples: ProPhase Labs, Inc.

Minute Books. The minute books of the Company have been made available to the Underwriters and counsel for the Underwriters, and such books (i) contain a complete summary of all meetings and actions of the board of directors Board (including each board Board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions dispositions, or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 1 contract

Samples: Underwriting Agreement (Cel Sci Corp)

Minute Books. The minute books of the Company have has been made available to the Underwriters and counsel for the UnderwritersRepresentative Counsel, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization September 2016 through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company or its Subsidiary that are not properly approved and/or accurately and fairly recorded in the minute books of the CompanyCompany or its Subsidiary, as applicable.

Appears in 1 contract

Samples: Underwriting Agreement (Samsara Vision, Inc)

Minute Books. The minute books of the Company have been made available to the Underwriters Underwriter and counsel for the UnderwritersUnderwriter’s Counsel, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 1 contract

Samples: Underwriting Agreement (Super League Gaming, Inc.)

Minute Books. The minute books of the Company have been made available to the Underwriters and counsel for the Underwriters, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries Subsidiary since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 1 contract

Samples: Underwriting Agreement (Save Foods Inc.)

Minute Books. The minute books of the Company have been made available to the Underwriters Placement Agents and counsel for the UnderwritersPlacement Agents, and such books (i) contain a complete summary of all meetings and actions of the board of directors Board (including each board Board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization through the date of the latest meeting and action, except those meetings protected by attorney client privilege, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable, except as would not be expected to have a Material Adverse Change.

Appears in 1 contract

Samples: Placement Agency Agreement (ONCOSEC MEDICAL Inc)

Minute Books. The minute books of the Company have been made available to the Underwriters Placement Agent and counsel for the UnderwritersPlacement Agent, and such books (i) contain a complete summary of all meetings and actions of the board of directors Board (including each board Board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization through the date of the latest meeting and action, except those meetings protected by attorney client privilege, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable, except as would not be expected to have a Material Adverse Change.

Appears in 1 contract

Samples: Placement Agency Agreement (Ampio Pharmaceuticals, Inc.)

Minute Books. The minute books of the Company have been made available to the Underwriters and counsel for the Underwriters, and such books (i) contain a reasonably complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization through the date of the latest meeting and actionaction for which minutes have been prepared and approved, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in all material respects in the minute books of the Company, as applicable.

Appears in 1 contract

Samples: Underwriting Agreement (Kips Bay Medical, Inc.)

Minute Books. The minute books of the Company have been made available to the Underwriters and counsel for the Underwriters, and such books (i) contain a complete summary in all material respects of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries ) since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately reflect in all material respects reflect all material transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 1 contract

Samples: Underwriting Agreement (Skyline Medical Inc.)

Minute Books. The minute books of the Company have been made available to the Underwriters Representatives and counsel for the UnderwritersRepresentatives’ Counsel, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 1 contract

Samples: Underwriting Agreement (Sensus Healthcare, Inc.)

Minute Books. The minute books of the Company have has been made available to the Underwriters and counsel for the UnderwritersRepresentative Counsel, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders shareholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization May 2021 through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company since May 2021 that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 1 contract

Samples: Underwriting Agreement (ImmunoPrecise Antibodies Ltd.)

Minute Books. The minute books of the Company have been made available to the Underwriters and counsel for the UnderwritersRepresentative Counsel, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization January 1, 2020 through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 1 contract

Samples: Underwriting Agreement (Vitro Biopharma, Inc.)

Minute Books. The minute books of the Company have been made available to the Underwriters Representative and counsel for the UnderwritersRepresentative’s Counsel, and such books (i) contain a complete summary of all meetings and actions of the board of directors (including each board committee) and stockholders of the Company (or analogous governing bodies and interest holders, as applicable), and each of its Subsidiaries since the time of its respective incorporation or organization through the date of the latest meeting and action, and (ii) accurately in all material respects reflect all transactions referred to in such minutes. There are no material transactions, agreements, dispositions or other actions of the Company that are not properly approved and/or accurately and fairly recorded in the minute books of the Company, as applicable.

Appears in 1 contract

Samples: Underwriting Agreement (Sensus Healthcare, Inc.)

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