No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (a) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities Act.
Appears in 47 contracts
Samples: Representation Agreement (Constant Environment, Inc.), Subscription Agreement (Titan Oil & Gas, Inc.), Regulation S Subscription Agreement (OMA Enterprises Corp.)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (a) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the SharesSecurities, or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities Act.
Appears in 18 contracts
Samples: Class a Warrant Agreement (Suspect Detection Systems, Inc.), Class a Warrant Agreement (PCMT Corp), Subscription Agreement (Hpev, Inc.)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities Act.
Appears in 18 contracts
Samples: Regulation S Subscription Agreement (BNH Inc), Regulation S Subscription Agreement (Israeli Historical Sight Seeing Co.), Subscription Agreement (World of Tea)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor or any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, the Warrant, the Warrant Shares or any Blackout Shares or (bii) has made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Shares under the Securities Act.
Appears in 15 contracts
Samples: Common Stock Purchase Agreement (Metabasis Therapeutics Inc), Common Stock Purchase Agreement (Kosan Biosciences Inc), Common Stock Purchase Agreement (Genvec Inc)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor or any person Person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, the Warrant, the Warrant Shares or any Blackout Shares or (bii) has made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Shares under the Securities Act.
Appears in 6 contracts
Samples: Common Stock Purchase Agreement (Corcept Therapeutics Inc), Common Stock Purchase Agreement (Cytokinetics Inc), Common Stock Purchase Agreement (Lumera Corp)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (a) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities Act.. SECTION 6
Appears in 5 contracts
Samples: Regulation S Subscription Agreement (Tianli Agritech, Inc.), Regulation S Subscription Agreement (Aoxin Tianli Group, Inc.), Regulation S Subscription Agreement (Tianli Agritech, Inc.)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor nor, to the knowledge of the Company, any of its affiliates nor directors, officers or any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any the sale of the SharesSecurities, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities ActShares or Warrant Shares.
Appears in 4 contracts
Samples: Common Stock and Warrant Purchase Agreement (Echo Therapeutics, Inc.), Common Stock and Warrant Purchase Agreement (Echo Therapeutics, Inc.), Purchaser (Echo Therapeutics, Inc.)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any the sale of the SharesNotes, the Shares or the Warrants, or (bii) has made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Securities under the Securities Act.
Appears in 4 contracts
Samples: Securities Purchase Agreement (BioMETRX), Securities Purchase Agreement (BioMETRX), Securities Purchase Agreement (Accident Prevention Plus Inc)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (a) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock or other securities of the Company under the Securities Act.
Appears in 3 contracts
Samples: Common Stock Subscription Agreement (Pet Airways Inc.), PAWS Pet Company, Inc., PAWS Pet Company, Inc.
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities Act.. SECTION 5
Appears in 3 contracts
Samples: Regulation S Subscription Agreement (WNS Studios, Inc.), Map Financial Group, Inc., Entertainment Art, Inc.
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any distributor or any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Put Shares, the Warrant, the Warrant Shares or any Blackout Shares, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities Act.
Appears in 3 contracts
Samples: Credit Agreement (Neotherapeutics Inc), Escrow Agreement (Cytogen Corp), Escrow Agreement (Cytogen Corp)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (a) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the SharesSecurities, or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities Act of 1933, as amended (the “Act”).
Appears in 2 contracts
Samples: Purchase Agreement (Swissinso Holding Inc.), Purchase Agreement (Pashminadepot.com, Inc)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (a) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the SharesSecurities, or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Preferred Class B stock under the Securities Act.
Appears in 2 contracts
Samples: Subscription Agreement (Cool Technologies, Inc.), Subscription Agreement (Cool Technologies, Inc.)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person Person acting on its or their behalf (a) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Put Shares, the Commitment Shares or the Blackout Shares, if any, or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities Act.
Appears in 2 contracts
Samples: Equity Credit Agreement (ProText Mobility, Inc.), Equity Credit Agreement (Internal Fixation Systems, Inc.)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the SharesUnits, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Ordinary Shares under the Securities Act.
Appears in 2 contracts
Samples: Morria Biopharmaceuticals PLC, Morria Biopharmaceuticals PLC
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (a) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Purchased Shares, or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities Act.
Appears in 2 contracts
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor nor, to the knowledge of the Company, any of its affiliates nor any person acting on its directors or their behalf officers (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any the sale of the Shares, Notes or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities ActWarrants.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Sub-Urban Brands, Inc.), Securities Purchase Agreement (Sub-Urban Brands, Inc.)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (a) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Shares under the Securities Act.
Appears in 2 contracts
Samples: Subscription Agreement (Nugen Holdings, Inc.), Subscription Agreement (InovaChem, Inc.)
No General Solicitation or Advertising in Regard to this Transaction. Neither Except for the Registration Statement, neither the Company nor any of its affiliates nor or any person Person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, the Warrant, the Warrant Shares or any Blackout Shares or (bii) has made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Shares under the Securities Act.
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (Discovery Laboratories Inc /De/), Common Stock Purchase Agreement (Discovery Laboratories Inc /De/)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (a) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the SharesSecurities, or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Securities under the Securities Act.
Appears in 2 contracts
Samples: Subscription Agreement (Event Cardio Group Inc.), Regulation S Subscription Agreement (Event Cardio Group Inc.)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor Affiliates (as defined in Rule 405 under the Securities Act) nor, to its knowledge, any person acting on its or their behalf (a) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration sale of the Common Stock under or the Securities ActWarrant.
Appears in 2 contracts
Samples: Common Stock and Warrant Purchase Agreement (XML Global Technologies Inc), Common Stock and Warrant Purchase Agreement (XML Global Technologies Inc)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates affiliates, nor any distributor or any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising in connection with respect to any the offer and sale of the SharesNotes and Warrants, or (bii) has made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Notes and Warrants under the Securities Act, except as contemplated by this Agreement.
Appears in 2 contracts
Samples: Escrow Agreement (Interiors Inc), Note Purchase Agreement (Interiors Inc)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (a) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the SharesUnits, or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities Act.
Appears in 1 contract
Samples: Energtek
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (a) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities ActSecurities.
Appears in 1 contract
Samples: Securities Purchase Agreement (Smart Energy Solutions, Inc.)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor Affiliates nor, to its knowledge, any person acting on its or their behalf (a) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration sale of the Common Stock under or the Securities ActWarrants.
Appears in 1 contract
Samples: Common Stock and Warrant Purchase Agreement (Vitro Diagnostics Inc)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any the sale of the SharesConvertible Notes or the Warrants, or (bii) has made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Securities under the Securities Act.
Appears in 1 contract
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates Affiliates nor any person Person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Put Shares, the Commitment Shares or the Blackout Shares, if any, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities Act.
Appears in 1 contract
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor nor, to the knowledge of the Company, any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any the sale of the SharesConvertible Debenture, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Convertible Debenture or the Conversion Shares under the Securities Act.
Appears in 1 contract
Samples: Convertible Debenture Purchase Agreement (Next Generation Media Corp)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor nor, to the knowledge of the Company, any of its affiliates nor directors, officers or any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any the sale of the Sharessecurities, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities ActShares or Warrant Shares.
Appears in 1 contract
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any distributor or any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, Shares or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Shares under the Securities Act.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Multi Tech International Corp)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (a) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Shares under the Securities Act.
Appears in 1 contract
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (a) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities Act.. Stella Blu, Inc. Regulation S Subscription Agreement
Appears in 1 contract
Samples: Stella Blu, Inc
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the SharesPreferred Stock, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities Act.
Appears in 1 contract
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any distributor or any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising in connection with respect to any the offer and sale of the SharesPreferred Stock, the Underlying Shares or the Warrants, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Preferred Stock, the Underlying Shares or the Warrants under the Securities Act.
Appears in 1 contract
Samples: Series E Convertible Preferred Stock Subscription Agreement (Objectsoft Corp)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any distributor or any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Put Shares or any Blackout Shares, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Class A Common Stock under the Securities ActAct since 1998.
Appears in 1 contract
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any distributor or any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Put Shares, the Warrant, the Warrant Shares or any Blackout Shares, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities ActAct since 1998.
Appears in 1 contract
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any distributor or any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Purchased Shares or the Note Shares, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock security under the Securities Act.
Appears in 1 contract
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor or any person Person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, Securities or (bii) has made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Securities under the Securities Act.
Appears in 1 contract
Samples: Stock and Warrant Purchase Agreement (Zogenix, Inc.)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor nor, to the knowledge of the Company, any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any the sale of the SharesCommon Stock or the Warrants, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Stock, the shares of Common Stock, the Warrants or the Warrant Shares under the Securities Act.
Appears in 1 contract
Samples: Common Stock and Warrants Purchase Agreement (Viisage Technology Inc)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor nor, to the knowledge of the Company, any of its affiliates nor any person acting on its directors or their behalf officers, employees or agents (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation DD under the Act) or general advertising with respect to any the sale and issuance of the SharesNotes, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Notes under the Securities Act.
Appears in 1 contract
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (a) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities Act.. SECTION V
Appears in 1 contract
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Convertible Debenture or the Conversion Shares, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Convertible Debenture or the Conversion Shares under the Securities Act.
Appears in 1 contract
Samples: Purchase Agreement (Teleservices International Group Inc)
No General Solicitation or Advertising in Regard to this Transaction. Neither As of the date hereof, neither the Company nor any of its affiliates nor Affiliates or any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, the Warrant or the Warrant Shares or (bii) has made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Shares under the Securities Act.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Discovery Laboratories Inc /De/)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor nor, to the knowledge of the Company, any of its affiliates nor any person acting on its directors or their behalf officers (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any the sale of the Shares, or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities ActSsecurities.
Appears in 1 contract
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its directors or their behalf officers (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any the sale of the Shares, shares of Preferred Stock or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities ActWarrants.
Appears in 1 contract
Samples: Securities Purchase Agreement (Offline Consulting Inc)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor or any person Person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, Shares or (bii) has made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Shares under the Securities Act.
Appears in 1 contract
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (a) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, Put Shares or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities Act.
Appears in 1 contract
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any distributor or any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Put Shares or Warrant Shares, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities Act.
Appears in 1 contract
Samples: Credit Agreement (Conectisys Corp)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor nor, to the knowledge of the Company, any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any the sale of the Shares, Securities or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Securities under the Securities Act.
Appears in 1 contract
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any distributor or any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Put Shares, the Warrants, or the Warrant Shares, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Put Shares, Warrants, or the Warrant Shares under the Securities Act.
Appears in 1 contract
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Preferred Shares, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Preferred Shares under the Securities Act.
Appears in 1 contract
Samples: Stock Purchase Agreement (Teleservices Internet Group Inc)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor Affiliates nor, to its knowledge, any person acting on its or their behalf (a) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration sale of the Common Stock under the Securities ActStock.
Appears in 1 contract
Samples: Common Stock and Warrant Purchase Agreement (Global Casinos Inc)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (a) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities Act.. SECTION 5
Appears in 1 contract
Samples: Regulation D Subscription Agreement (Map Financial Group, Inc.)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (a) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the SharesAcquired Note, or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Acquired Note, Warrant or Underlying Shares under the Securities Act.
Appears in 1 contract
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any distributor or any person acting on its or their behalf behalf, if any, (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Put Shares or Warrant Shares, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock sale of the Put Shares or the Warrant Shares under the Securities Act.
Appears in 1 contract
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (a) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c502( c) of Regulation D) or general advertising with respect to any of the Shares, or (b) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities Act.
Appears in 1 contract
Samples: Regulation S Subscription Agreement (Watchtower, Inc.)
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any distributor or any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Call Shares, the Warrant, or the Warrant Shares, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities Act.
Appears in 1 contract
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Shares under the Securities Shares Act.
Appears in 1 contract
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any distributor or any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Put Shares, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock under the Securities Act.
Appears in 1 contract
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor nor, to the knowledge of the Company, any of its affiliates nor any person acting on its directors or their behalf officers (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any the sale of the Shares, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Shares under the Securities Act.
Appears in 1 contract
No General Solicitation or Advertising in Regard to this Transaction. Neither the Company nor any of its affiliates nor any person acting on its or their behalf (ai) has conducted or will conduct any general solicitation (as that term is used in Rule 502(c) of Regulation D) or general advertising with respect to any of the Shares, or (bii) made any offers or sales of any security or solicited any offers to buy any security under any circumstances that would require registration of the Common Stock Securities under the Securities Act.
Appears in 1 contract
Samples: Subscription Agreement (Qrons Inc.)
