No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 345 contracts
Samples: Underwriting Agreement (Cachet Financial Solutions, Inc.), Underwriting Agreement (EnteroMedics Inc), Underwriting Agreement (Atossa Therapeutics, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would require registration of the Convertible Debentures or the Conversion Shares under the Securities Act or cause this offering of the Securities Convertible Debentures or the Conversion Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 148 contracts
Samples: Securities Purchase Agreement (SaVi Media Group, Inc.), Securities Purchase Agreement (Ignis Petroleum Group, Inc.), Securities Purchase Agreement (Worldgate Communications Inc)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would require registration of the Securities under the Securities Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 103 contracts
Samples: Securities Purchase Agreement (Seedo Corp.), Securities Purchase Agreement (Kona Gold Beverage, Inc.), Securities Purchase Agreement (Ir Biosciences Holdings Inc)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, other than pursuant to this Agreement, under circumstances that would cause this offering require registration of the Common Stock under the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedAct.
Appears in 76 contracts
Samples: Private Equity Credit Agreement (Mphase Technologies Inc), Private Equity Credit Agreement (Large Scale Biology Corp), Equity Credit Agreement (Imaging Diagnostic Systems Inc /Fl/)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Public Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 63 contracts
Samples: Underwriting Agreement (Golden Minerals Co), Underwriting Agreement (Genasys Inc.), Underwriting Agreement (Contango ORE, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market exchange or automated quotation system on which any of the securities of the Company are listed or designated.
Appears in 48 contracts
Samples: Securities Purchase Agreement (Ableauctions Com Inc), Escrow Agreement (Ableauctions Com Inc), Escrow Agreement (Smartire Systems Inc)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering Offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 36 contracts
Samples: Underwriting Agreement (Worksport LTD), Underwriting Agreement (VerifyMe, Inc.), Underwriting Agreement (Intrinsic Medicine, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 32 contracts
Samples: Underwriting Agreement (Flora Growth Corp.), Underwriting Agreement (AquaBounty Technologies, Inc.), Underwriting Agreement (Us Energy Corp)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by Company that cause a violation of the Company for purposes of Act or any applicable shareholder stockholder approval provisions of any Trading Market on which any provisions, including, without limitation, under the rules and regulations of the securities of the Company are listed or designatedTrading Market.
Appears in 30 contracts
Samples: Amended and Restated Stock Purchase Agreement (Amarantus Bioscience Holdings, Inc.), Note Purchase Agreement (Inception Mining Inc.), Securities Purchase Agreement (Cleanspark, Inc.)
No Integrated Offering. Neither the Company, Company nor any of its Affiliates, Affiliates nor any Person acting on its or their behalf has, directly or indirectly, made any offers offer or sales sale of any security of the Company or solicited any offers offer to buy any security, such security under circumstances that would cause this offering eliminate the availability of the exemption from registration under Regulation D in connection with the offer and sale of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedas contemplated hereby.
Appears in 29 contracts
Samples: Securities Purchase Agreement (Competitive Technologies Inc), Securities Purchase Agreement (Cyclone Power Technologies Inc), Securities Purchase Agreement (Puramed Bioscience Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Public Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 28 contracts
Samples: Underwriting Agreement (ENDRA Life Sciences Inc.), Underwriting Agreement (Biodexa Pharmaceuticals PLC), Underwriting Agreement (CardieX LTD)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or which could violate any applicable shareholder approval provisions of any Trading Market on which any provisions, including, without limitation, under the rules and regulations of the securities of the Company are listed or designatedTrading Market.
Appears in 28 contracts
Samples: Securities Purchase Agreement (Oxford Media, Inc.), Escrow Agreement (World Health Alternatives Inc), Securities Purchase Agreement (Medistem Laboratories, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Act or which could violate any applicable shareholder stockholder approval provisions of any Trading Market on which any provisions, including, without limitation, under the rules and regulations of the securities of the Company are listed or designatedTrading Market.
Appears in 27 contracts
Samples: Preferred Stock Purchase Agreement (Urban Barns Foods Inc.), Preferred Stock Purchase Agreement (Drinks Americas Holdings, LTD), Preferred Stock Purchase Agreement (Stem Cell Therapy International, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, other than pursuant to this Agreement and employee benefit plans, under circumstances that would cause this offering require registration under the Securities Act of shares of the Securities to be integrated Common Stock issuable hereunder with prior offerings by the Company for purposes any other offers or sales of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedCompany.
Appears in 23 contracts
Samples: Common Stock Purchase Agreement (Cyclacel Pharmaceuticals, Inc.), Common Stock Purchase Agreement (Somaxon Pharmaceuticals, Inc.), Common Stock Purchase Agreement (Nuvelo Inc)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor to the knowledge of the Company, any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would require registration of the Securities under the Securities Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 21 contracts
Samples: Subscription Agreement (Kairos Pharma, LTD.), Subscription Agreement (PishPosh, Inc.), Subscription Agreement (Shuttle Pharmaceuticals Holdings, Inc.)
No Integrated Offering. Neither None of the Company, nor any of its Affiliates, nor or any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering require registration of the issuance of any of the Purchased Shares under the Securities to be integrated Act, whether through integration with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedotherwise.
Appears in 18 contracts
Samples: Subscription Agreement (Ho Chi Sing), Subscription Agreement (Kona Grill Inc), Subscription Agreement (SouFun Holdings LTD)
No Integrated Offering. Neither the Company, Company nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any Company security or solicited any offers to buy any security, under circumstances that would cause this offering adversely affect reliance by the Company on Section 4(2) for the exemption from registration for the transactions contemplated hereby or would require registration of the Securities to be integrated with prior offerings by under the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 18 contracts
Samples: Purchase Agreement (Celsion CORP), Purchase Agreement (Celsion CORP), Securities Purchase Agreement (Alliance Pharmaceutical Corp)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf hasbehalf, has directly or indirectly, indirectly made any offers or sales of any security or solicited any offers to buy any security, security under circumstances that would require registration of the Securities being offered hereby under the Securities Act or cause this offering of the Securities to be integrated with any prior offerings by offering of securities of the Company for purposes of the Securities Act or any applicable shareholder stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedprovisions.
Appears in 17 contracts
Samples: Note Purchase Agreement (Advanced Environmental Recycling Technologies Inc), Securities Purchase Agreement (Environmental Products & Technologies Corp), Securities Purchase Agreement (Fidelity Holdings Inc)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor to the knowledge of the Company, any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would require registration of the Shares under the Securities Act or cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 16 contracts
Samples: Subscription Agreement (Exicure, Inc.), Subscription Agreement (Aerpio Pharmaceuticals, Inc.), Subscription Agreement (Miramar Labs, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would require registration of the Notes under the Securities Act or cause this offering of the Securities Notes to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 14 contracts
Samples: Securities Purchase Agreement (Thompson Designs Inc), Securities Purchase Agreement (California Gold Corp.), Securities Purchase Agreement (Gelia Group, Corp.)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 14 contracts
Samples: Underwriting Agreement (Agrify Corp), Underwriting Agreement (SOS Hydration Inc.), Underwriting Agreement (Aclarion, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Offering to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 13 contracts
Samples: Underwriting Agreement (Olb Group, Inc.), Underwriting Agreement (Indonesia Energy Corp LTD), Underwriting Agreement (Olb Group, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would require registration of the Shares under the Securities Act or cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 12 contracts
Samples: Securities Purchase Agreement (Asta Holdings, Corp.), Common Stock Purchase Agreement (U.S. Helicopter CORP), Common Stock Purchase Agreement (U.S. Helicopter CORP)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by Company that cause a violation of the Company for purposes of Act or any applicable shareholder stockholder approval provisions of any Trading Market on which any provisions, including, without limitation, under the rules and regulations of the securities of the Company are listed or designatedTrading Market.
Appears in 12 contracts
Samples: Share Subscription Agreement (NewLead Holdings Ltd.), Preferred Stock Purchase Agreement (POSITIVEID Corp), Securities Purchase Agreement (Ascent Solar Technologies, Inc.)
No Integrated Offering. Neither None of the Company, nor any of its AffiliatesSubsidiaries, nor their affiliates, or any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would require registration of the Securities under the Securities Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedprovisions.
Appears in 11 contracts
Samples: Securities Purchase Agreement (Amacore Group, Inc.), Securities Purchase Agreement (Amacore Group, Inc.), Securities Purchase Agreement (Amacore Group, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Firm Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 11 contracts
Samples: Underwriting Agreement (Medigus Ltd.), Underwriting Agreement (Medigus Ltd.), Underwriting Agreement (Greenland Technologies Holding Corp.)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would require registration of the Securities under the Securities Act or cause this offering of the Securities such securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 10 contracts
Samples: Consent and Agreement (Growlife, Inc.), Consent and Agreement (Growlife, Inc.), Consent and Agreement (Growlife, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering require registration of the Securities to be integrated with prior offerings by under the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 10 contracts
Samples: Conversion and Exchange Agreement (Geotek Communications Inc), Convertible Securities Exchange Agreement (Zycad Corp), Voting Agreement (Alliance Entertainment Corp)
No Integrated Offering. Neither the Company, nor any of its Affiliates---------------------- affiliates, nor any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, other than pursuant to this Agreement, under circumstances that would cause this offering require registration of the Common Stock under the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedAct.
Appears in 10 contracts
Samples: Credit Agreement (Advanced Aerodynamics & Structures Inc/), Common Stock Purchase Agreement (Econnect), Credit Agreement (Sonic Solutions/Ca/)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would require registration of the Securities or the Conversion Shares under the Securities Act or cause this offering of the Securities or the Conversion Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 9 contracts
Samples: Securities Purchase Agreement (Pervasip Corp), Securities Purchase Agreement (Bitzio, Inc.), Securities Purchase Agreement (GTX Corp)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf hasbehalf, has directly or indirectly, indirectly made any offers or sales of any security or solicited any offers to buy any security, security under circumstances that would cause this offering the offer of the Securities Shares pursuant to this Agreement to be integrated with prior offerings by the Company so as to invalidate any exemptions under the Securities Act for purposes of any applicable shareholder approval provisions of any Trading Market on which any the offer and sale of the securities of the Company are listed or designatedShares.
Appears in 9 contracts
Samples: Subscription Agreement (American Dg Energy Inc), Subscription Agreement (American Dg Energy Inc), Subscription Agreement (American Dg Energy Inc)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would require registration of the Shares under the Securities Act or cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedprovisions.
Appears in 9 contracts
Samples: Common Stock Purchase Agreement (Softquad Software LTD), Common Stock Purchase Agreement (Power Kiosks Inc), Common Stock Purchase Agreement (Clements Golden Phoenix Enterprises Inc)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf hasbehalf, has directly or indirectly, indirectly made any offers or sales of any security or solicited any offers to buy any security, security under circumstances that would cause this offering require registration of the Securities to be integrated with prior offerings by being offered hereby under the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 9 contracts
Samples: Securities Purchase Agreement (Palomar Medical Technologies Inc), Registration Rights Agreement (Palomar Medical Technologies Inc), Subscription Agreement (Able Laboratories Inc)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, other than pursuant to this Agreement, under circumstances that would cause this offering require registration of the Common Stock under the Securities to be integrated with prior offerings by Act, other than the private offering which the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of is conducting in the securities of the Company are listed or designatedUnited States contemporaneously with this offering.
Appears in 9 contracts
Samples: Representation Agreement (Constant Environment, Inc.), Representation Agreement (Modena I Inc), Representation Agreement (Kou You Kai Ltd.)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any securitysecurity since 1998, other than pursuant to this Agreement and employee benefit plans, under circumstances that would cause this offering require registration of the Class A Common Stock under the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedAct.
Appears in 8 contracts
Samples: Private Equity Line Agreement (Fonix Corp), Private Equity Line Agreement (Fonix Corp), Private Equity Line Agreement (Fonix Corp)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedNASDAQ Capital Market.
Appears in 8 contracts
Samples: Underwriting Agreement (Huadi International Group Co., Ltd.), Underwriting Agreement (Painreform Ltd.), Underwriting Agreement (Focus Universal Inc.)
No Integrated Offering. Neither None of the Company, nor its subsidiaries or any of its Affiliatestheir affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by require approval of stockholders of the Company for purposes under any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any applicable shareholder approval provisions of any Trading Market exchange or automated quotation system on which any of the securities of the Company are listed or designateddesignated for quotation.
Appears in 8 contracts
Samples: Subscription Agreement (ARCA Biopharma, Inc.), Subscription Agreement (ARCA Biopharma, Inc.), Subscription Agreement (ARCA Biopharma, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of (i) the Securities Act which would require the registration of any such securities under the Securities Act, or (ii) any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 7 contracts
Samples: Securities Purchase Agreement (Imageware Systems Inc), Exercise Agreement (Graphon Corp/De), Securities Purchase Agreement (BioSig Technologies, Inc.)
No Integrated Offering. Neither None of the Company, nor the Subsidiaries, or, to the Company's knowledge, any of its Affiliatestheir respective affiliates, nor or any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering require registration of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities.
Appears in 7 contracts
Samples: Stock and Warrant Purchase Agreement (Amtech Systems Inc), Stock and Warrant Purchase Agreement (Skymall Inc), Stock and Warrant Purchase Agreement (Skymall Inc)
No Integrated Offering. Neither the Company, nor nor, to the Company’s knowledge, any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 7 contracts
Samples: Underwriting Agreement (Quanergy Systems, Inc.), Underwriting Agreement (Palisade Bio, Inc.), Underwriting Agreement (Quanergy Systems, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would require registration of the Securities under the Securities Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 7 contracts
Samples: Securities Purchase Agreement (Corporate Universe Inc), Securities Purchase Agreement (Perfect Moment Ltd.), Securities Purchase Agreement (Perfect Moment Ltd.)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 7 contracts
Samples: Underwriting Agreement (SeqLL, Inc.), Underwriting Agreement (Elate Group, Inc.), Underwriting Agreement (Elate Group, Inc.)
No Integrated Offering. Neither None of the Company, nor any of its subsidiaries or Affiliates, nor any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would require registration of the Preferred Stock under the Securities Act or cause this offering of the Securities Preferred Stock to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 6 contracts
Samples: Series D Convertible Preferred Stock Purchase Agreement (Egpi Firecreek, Inc.), Series B Convertible Preferred Stock Purchase Agreement (Nighthawk Systems Inc), Series H Convertible Preferred Stock Purchase Agreement (Naturewell Inc)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf (excluding the Placement Agent) has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 6 contracts
Samples: Placement Agency Agreement (ARCA Biopharma, Inc.), Placement Agency Agreement (ARCA Biopharma, Inc.), Placement Agency Agreement (ARCA Biopharma, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf hasbehalf, has directly or indirectly, indirectly made any offers or sales of any security or solicited any offers to buy any security, security under circumstances that would require registration of the Securities being offered hereby under the Securities Act or cause this offering of the Securities to be integrated with any prior offerings by offering of securities of the Company for purposes of the Securities Act or any applicable shareholder stockholder approval provisions of any Trading Market on which any provisions, including, without limitation, Rule 4460(i) of the securities of the Company are listed NASD or designatedany similar rule.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Cenuco Inc), Securities Purchase Agreement (Cenuco Inc), Securities Purchase Agreement (Cellpoint Inc)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf hasbehalf, has directly or indirectly, indirectly made any offers or sales of any security or solicited any offers to buy any security, security under circumstances that would cause this the offering of the Securities Shares pursuant to this Agreement to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on the Securities Act which would prevent the Company from selling the Shares pursuant to Rule 506 under the Securities Act, nor will the Company or any of its affiliates take any action or steps that would cause the securities offering of the Company are listed or designatedShares to be integrated with other offerings.
Appears in 6 contracts
Samples: Registration Rights Agreement (Revelstone Capital Acquisition Corp.), Registration Rights Agreement (Revelstone Capital Acquisition Corp.), Common Stock Purchase Agreement (Taronis Fuels, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or which could violate any applicable shareholder stockholder approval provisions of any Trading Market on which any provisions, including, without limitation, under the rules and regulations of the securities of the Company are listed or designatedTrading Market.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Catasys, Inc.), Securities Purchase Agreement (Hythiam Inc), Securities Purchase Agreement (Hythiam, Inc.)
No Integrated Offering. Neither the Company, nor nor, to the Company’s knowledge, any of its Affiliates, nor Affiliates or any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 6 contracts
Samples: Underwriting Agreement (Achieve Life Sciences, Inc.), Lock Up Agreement (Achieve Life Sciences, Inc.), Underwriting Agreement (Achieve Life Sciences, Inc.)
No Integrated Offering. Neither None of the Company, nor its Subsidiaries or any of its Affiliatestheir affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes Company. None of the Company, its Subsidiaries, their affiliates nor any applicable shareholder approval provisions Person acting on their behalf will take any action or steps that would cause the offering of any Trading Market on which any of the Securities to be integrated with other offerings of securities of the Company are listed or designatedCompany.
Appears in 6 contracts
Samples: Securities Purchase Agreement (China Ceramics Co., LTD), Securities Purchase Agreement (NXT-Id, Inc.), Securities Purchase Agreement (xG TECHNOLOGY, INC.)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would require registration of the Common Stock under the Securities Act or cause this offering of the Securities Common Stock to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of Securities Act where such integration would result in an exemption not being available for the Company are listed or designatedtransactions contemplated herein.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Cogenco International Inc), Securities Purchase Agreement (Cogenco International Inc), Securities Purchase Agreement (Cogenco International Inc)
No Integrated Offering. Neither None of the Company, nor Company or any of its Affiliatesaffiliates, nor or any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would require registration of any of the Shares under the Securities Act or cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder stockholder approval provisions of any Trading Market on which any provisions, including under the rules and regulations of the securities of the Company are listed or designatedTrading Market.
Appears in 6 contracts
Samples: Stock Purchase Agreement (Coherus BioSciences, Inc.), Stock Purchase Agreement (Coherus BioSciences, Inc.), Stock Purchase Agreement (Coherus BioSciences, Inc.)
No Integrated Offering. Neither None of the Company, nor any of its Affiliates, nor or any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering require registration of the issuance of any of the Purchased Securities to be integrated under the Securities Act, whether through integration with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedotherwise.
Appears in 6 contracts
Samples: Subscription Agreement (Hillhouse Capital Advisors, Ltd.), Subscription Agreement (I-Mab), Subscription Agreement (SouFun Holdings LTD)
No Integrated Offering. Neither None of the Company, nor its subsidiaries, any of its Affiliatestheir affiliates, nor and any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would require registration of the Note under the Securities Act or cause this offering of the Securities Note to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedprovisions.
Appears in 6 contracts
Samples: Note Purchase Agreement (Medical Media Television, Inc.), Securities Exchange Agreement (Medical Media Television, Inc.), Securities Exchange Agreement (Medical Media Television, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf behalf, has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, security under circumstances that would require registration of the Securities being offered hereby under the Securities Act or cause this offering of the Securities to be integrated with any prior offerings by offering of securities of the Company for purposes of the Securities Act or any applicable shareholder stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedprovisions.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Centiv Inc), Purchase Agreement (Sphere 3D Corp), Purchase Agreement (Sphere 3D Corp)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor to the knowledge of the Company, any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would require registration of the Shares under the Securities Act or cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 6 contracts
Samples: Subscription Agreement (Akoustis Technologies, Inc.), Subscription Agreement (Akoustis Technologies, Inc.), Subscription Agreement (Akoustis Technologies, Inc.)
No Integrated Offering. Neither None of the Company, nor Company or any of its Affiliates, nor or any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would require registration of any of the Securities under the Securities Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder stockholder approval provisions of any Trading Market on which any provisions, including under the rules and regulations of the securities of the Company are listed or designatedTrading Market.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Nektar Therapeutics), Securities Purchase Agreement (Tyra Biosciences, Inc.), Securities Purchase Agreement (Denali Therapeutics Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor to the knowledge of the Company, any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would require registration of the Securities under the Securities Act or cause this offering Offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 6 contracts
Samples: Subscription Agreement (Syra Health Corp), Subscription Agreement (Syra Health Corp), Subscription Agreement (Acesis Holdings Corp.)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security of the Company’s securities or solicited any offers to buy any securityof such securities, under circumstances that would cause this prevent the Company from offering of the Securities pursuant to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedRule 504.
Appears in 5 contracts
Samples: Securities Purchase Agreement (LIfe Science Holding Co), Subscription Agreement (Vsurance), Securities Purchase Agreement (Vsurance)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor to the knowledge of the Company, any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, other than the transactions contemplated hereby, under circumstances that would require registration of the Shares under the Securities Act or cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 5 contracts
Samples: Subscription Agreement (Transphorm, Inc.), Subscription Agreement (Transphorm, Inc.), Subscription Agreement (Odyssey Semiconductor Technologies, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder shareholders approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 5 contracts
Samples: Clearmind Medicine Inc., Cyngn Inc., Cyngn Inc.
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or which could violate any applicable shareholder approval provisions of any Trading Market on which any provisions, including, without limitation, under the rules and regulations of the securities of the Company are listed or designatedPrincipal Market.
Appears in 5 contracts
Samples: Securities Purchase Agreement (North American Technologies Group Inc /Mi/), Securities Purchase Agreement (Usurf America Inc), Securities Purchase Agreement (Waverider Communications Inc)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering the Offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 5 contracts
Samples: Underwriting Agreement (Inspire Veterinary Partners, Inc.), Underwriting Agreement (Grom Social Enterprises, Inc.), Underwriting Agreement (Grom Social Enterprises, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf hasThe Company has not, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 5 contracts
Samples: Underwriting Agreement (Ceres, Inc.), Underwriting Agreement (Ceres, Inc.), Underwriting Agreement (Dragonwave Inc)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares pursuant to the Transaction Documents to be integrated with prior offerings by the Company for purposes of any applicable shareholder law, regulation or stockholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 5 contracts
Samples: Securities Purchase Agreement (ChromaDex Corp.), Securities Purchase Agreement (ChromaDex Corp.), Securities Purchase Agreement (ChromaDex Corp.)
No Integrated Offering. Neither To the Company’s knowledge, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Offering to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 5 contracts
Samples: Underwriting Agreement (Alset EHome International Inc.), Underwriting Agreement (Sunshine Biopharma, Inc), Underwriting Agreement (NuZee, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor to the knowledge of the Company, any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would require registration of the Units or the securities contained therein under the Securities Act or cause this offering of the Securities Units or the securities contained therein to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 5 contracts
Samples: Subscription Agreement (Shuttle Pharmaceuticals Holdings, Inc.), Subscription Agreement (Hyperdynamics Corp), Subscription Agreement (Enumeral Biomedical Holdings, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf hasbehalf, has directly or indirectly, indirectly made any offers or sales of any security or solicited any offers to buy any security, security under circumstances that would require registration of the Securities being offered hereby under the Securities Act or cause this offering of the Securities to be integrated with any prior offerings by offering of securities of the Company for purposes of the Securities Act or any applicable shareholder stockholder approval provisions of any Trading Market on which any provisions, including, without limitation, Rule 4350(i) of the securities of the Company are listed NASD or designatedany similar rule.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Orchid Biosciences Inc), Securities Purchase Agreement (Virologic Inc), Exchange Agreement (Virologic Inc)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Lu Pingji), Securities Purchase Agreement (China Housing & Land Development, Inc.), Securities Purchase Agreement (China Biopharmaceuticals Holdings Inc)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act that would require the registration of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Medite Cancer Diagnostics, Inc.), Securities Purchase Agreement (Medite Cancer Diagnostics, Inc.), Securities Purchase Agreement (Medite Cancer Diagnostics, Inc.)
No Integrated Offering. Neither the Company, nor any Affiliate (as hereafter defined) of its Affiliatesthe Company, nor any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Purchased Securities to be integrated with prior offerings by the Company for purposes of the Securities Act, any applicable shareholder state securities laws or any applicable stockholder approval provisions of provisions, nor will the Company take any Trading Market on which any action or steps that would cause the offering of the securities of the Company are listed or designatedPurchased Securities to be integrated with other offerings.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Zix Corp), Securities Purchase Agreement (Zix Corp), Securities Purchase Agreement (Zix Corp)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf hasbehalf, has directly or indirectly, indirectly made any offers or sales of any security or solicited any offers to buy any security, security under circumstances that would cause this offering of the Securities to be integrated with any prior offerings by or contemporaneous offering of securities of the Company for purposes of the Securities Act or any applicable shareholder state securities law or any applicable stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedprovisions.
Appears in 5 contracts
Samples: Convertible Preferred Stock and Warrant Purchase Agreement (Idera Pharmaceuticals, Inc.), Stock Purchase Agreement (Idera Pharmaceuticals, Inc.), Convertible Preferred Stock and Warrant Purchase Agreement (Idera Pharmaceuticals, Inc.)
No Integrated Offering. Neither Assuming the accuracy of the Investors’ representations and warranties set forth in the Transaction Documents, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this the offering of the Securities to be integrated with contemporaneous or prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 5 contracts
Samples: Placement Agency Agreement (Digital Social Retail, Inc.), Underwriting Agreement (ADiTx Therapeutics, Inc.), Underwriting Agreement (ADiTx Therapeutics, Inc.)
No Integrated Offering. Neither To the Company's knowledge, neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, other than pursuant to this Agreement or pursuant to the Company's existing employee benefit plan, under circumstances that would cause this the offering of the Securities Units pursuant to this Agreement to be integrated with prior or future offerings by the Company for purposes of the Securities Act or any applicable shareholder stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedprovisions.
Appears in 5 contracts
Samples: Stock Purchase Agreement (Whole Living Inc), Unit Purchase Agreement (Pacific Webworks Inc), Unit Purchase Agreement (Pacific Webworks Inc)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering Offering of the Securities Public Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Underwriting Agreement (VerifyMe, Inc.), Underwriting Agreement (Paltalk, Inc.), Underwriting Agreement (Paltalk, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or which could violate any applicable shareholder stockholder approval provisions of any Trading Market on which any provisions, including, without limitation, under the rules and regulations of the securities of the Company are listed or designatedtrading market.
Appears in 4 contracts
Samples: Series G Preferred Stock Purchase Agreement (Entech Solar, Inc.), Series H Preferred Stock Purchase Agreement (Entech Solar, Inc.), Series H Preferred Stock Purchase Agreement (Entech Solar, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedNasdaq.
Appears in 4 contracts
Samples: Underwriting Agreement (Clarus Therapeutics Holdings, Inc.), Underwriting Agreement (Clarus Therapeutics Holdings, Inc.), Underwriting Agreement (Clarus Therapeutics Holdings, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this the offering of any of the Securities in connection herewith to be integrated with prior offerings by the Company for purposes of the Act or which could violate any applicable shareholder stockholder approval provisions of any Trading Market on which any provisions, including, without limitation, under the rules and regulations of the securities of the Company are listed or designatedapplicable Trading Market.
Appears in 4 contracts
Samples: Security Agreement (NYXIO TECHNOLOGIES Corp), Securities Purchase Agreement (Oilsands Quest Inc), Securities Purchase Agreement (Marina Biotech, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Firm Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Underwriting Agreement (China SXT Pharmaceuticals, Inc.), Underwriting Agreement (Meten Holding Group Ltd.), Underwriting Agreement (BIT ORIGIN LTD)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of in a manner that would cause exemptions from registration provided under the Securities Act to be unavailable or which could violate any applicable shareholder approval provisions of any Trading Market on which any provisions, including, without limitation, under the rules and regulations of the securities of the Company are listed or designatedTrading Market.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Exabyte Corp /De/), Securities Purchase Agreement (Exabyte Corp /De/), Securities Purchase Agreement (Meritage Private Equity Fund Lp)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor to the knowledge of the Company, any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, other than the transactions contemplated hereby, under circumstances that would require registration of the Securities under the Securities Act or cause this the offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 4 contracts
Samples: Securities Purchase Agreement (KKR Phorm Investors L.P.), Securities Purchase Agreement (Transphorm, Inc.), Securities Purchase Agreement (Transphorm, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by Company that cause a violation of the Company for purposes of Act or any applicable shareholder stockholder approval provisions of any Trading Market on which any other than Approval, including, without limitation, under the rules and regulations of the securities of the Company are listed or designatedTrading Market.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Lucas Energy, Inc.), Securities Purchase Agreement (Lucas Energy, Inc.), Stock Purchase Agreement (Lucas Energy, Inc.)
No Integrated Offering. Neither Other than in connection with the Share Exchange Agreement, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market exchange or automated quotation system on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Tanke Biosciences Corp), Securities Purchase Agreement (Tanke Biosciences Corp), Securities Purchase Agreement (Link Resources Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf behalf, has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, security under circumstances that would cause this offering require registration of the Securities to be integrated with prior offerings by being offered hereby under the Company for purposes Securities Act or the filing of any applicable shareholder approval provisions of prospectus under any Trading Market on which any of the Canadian securities of the Company are listed or designatedlaws.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Healthcare Capital Corp), Securities Purchase Agreement (Warburg Pincus Ventures Lp), Securities Purchase Agreement (Warburg Pincus Ventures Lp)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market exchange or automated quotation system on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Stock Purchase Agreement (Incyte Corp), Stock Purchase Agreement (Incyte Corp), Stock Purchase Agreement (Agenus Inc)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security of the Company's securities or solicited any offers to buy any securityof such securities, under circumstances that would cause this prevent the Company from offering of the Units pursuant to Section 4(2) under the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedAct.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Savoy Resources Corp), Securities Purchase Agreement (Savoy Resources Corp), Securities Purchase Agreement (Savoy Resources Corp)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder stockholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market exchange or automated quotation system on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Avant Immunotherapeutics Inc), Securities Purchase Agreement (Ultimate Software Group Inc), Securities Purchase Agreement (Keryx Biopharmaceuticals Inc)
No Integrated Offering. Neither Other than in connection with the Purchase Agreement, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market exchange or automated quotation system on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Hudson Holding Corp), Securities Purchase Agreement (Meagher Michael J), Securities Purchase Agreement (Spatialight Inc)
No Integrated Offering. Neither None of the Company, nor its Subsidiaries or any of its Affiliatestheir affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior other offerings by of securities of the Company for purposes Company. None of the Company, its Subsidiaries, their affiliates nor any applicable shareholder approval provisions Person acting on their behalf will take any action or steps that would cause the offering of any Trading Market on which any of the Securities to be integrated with other offerings of securities of the Company are listed or designatedCompany.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Canoo Inc.), Securities Purchase Agreement (Canoo Inc.), Securities Purchase Agreement (Canoo Inc.)
No Integrated Offering. Neither the Company, nor any of its AffiliatesNo Company Entity, nor any Person acting on its or their the behalf of any of the foregoing, has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy purchase any security, under circumstances that would require registration of any of the Securities under the Securities Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 4 contracts
Samples: Convertible Preferred Stock Subscription Agreement (IMH Financial Corp), Preferred Stock Subscription Agreement (IMH Financial Corp), Convertible Preferred Stock Subscription Agreement (IMH Financial Corp)
No Integrated Offering. Neither the Company, nor any affiliate of its Affiliatesthe Company, nor any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Purchased Securities to be integrated with prior offerings by the Company for purposes of the Securities Act, or any applicable shareholder stockholder approval provisions of any Trading Market on which any provisions, including, without limitation, under the rules and regulations of the securities Nasdaq, nor will the Company take any action or steps that would cause the offering of the Company are listed or designatedPurchased Shares to be integrated with other offerings.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Iomai Corp), Securities Purchase Agreement (Biopure Corp), Securities Sale Agreement (Dyax Corp)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, security under circumstances that would cause this offering of the Securities Offering to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such Securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 4 contracts
Samples: Securities Purchase Agreement (theMaven, Inc.), Securities Purchase Agreement (theMaven, Inc.), Securities Purchase Agreement (theMaven, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf hasbehalf, has directly or indirectly, indirectly made any offers or sales of any security or solicited any offers to buy any security, security under circumstances within the prior six months that would cause this offering require registration under the Securities Act of the issuance of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedInvestors.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Tower Automotive Inc), Securities Purchase Agreement (Navistar International Corp), Securities Purchase Agreement (Tower Automotive Inc)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder stockholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market exchange or automated quotation system on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Investment Agreement (CASI Pharmaceuticals, Inc.), Investment Agreement (Spectrum Pharmaceuticals Inc), Investment Agreement (Spectrum Pharmaceuticals Inc)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, other than pursuant to this Agreement, the Registration Statement and the Prospectus, and employee benefit plans, under circumstances that would cause this offering require registration under the Securities Act of shares of the Securities to be integrated Common Stock issuable hereunder with prior offerings by the Company for purposes any other offers or sales of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedCompany.
Appears in 4 contracts
Samples: Common Stock Purchase Agreement (Neurocrine Biosciences Inc), Common Stock Purchase Agreement (Acadia Pharmaceuticals Inc), Common Stock Purchase Agreement (Electro Optical Sciences Inc /Ny)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedCompany.
Appears in 4 contracts
Samples: Underwriting Agreement (China Eco-Materials Group Co. LTD), Underwriting Agreement (RenovoRx, Inc.), Underwriting Agreement (Jowell Global Ltd.)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of (i) the Securities Act and (ii) any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Nuwellis, Inc.), Securities Purchase Agreement (Nuwellis, Inc.), Securities Purchase Agreement (Nuwellis, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would require registration of the Units, including the underlying securities, under the Securities Act or cause this offering of the Securities Units to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Boldface Group, Inc.), Securities Purchase Agreement (Cur Media, Inc.), Securities Purchase Agreement (Cur Media, Inc.)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf hasbehalf, has directly or indirectly, indirectly made any offers or sales of any security or solicited any offers to buy any security, security under circumstances within the prior six months that would cause this offering require registration under the Securities Act of the delivery of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedInvestors.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Midwest Express Holdings Inc), Registration Rights Agreement (Midwest Express Holdings Inc), Securities Purchase Agreement (Faro Technologies Inc)
No Integrated Offering. Neither the Company, nor any of its Affiliatesaffiliates, nor any Person person acting on its or their behalf hasbehalf, has directly or indirectly, indirectly made any offers or sales of in any security or solicited any offers to buy any security, security under circumstances that would cause this offering require registration under the Securities Act of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any issuance of the securities of Common Shares to the Company are listed or designatedInvestors.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Mihaylo Steven G), Securities Purchase Agreement (Internet America Inc), Securities Purchase Agreement (Internet America Inc)
No Integrated Offering. Neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Emmaus Life Sciences, Inc.), Securities Purchase Agreement (Health-Right Discoveries, Inc.), Securities Purchase Agreement (Cue Biopharma, Inc.)
