No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 99 contracts
Samples: Securities Purchase Agreement (nCoat, Inc.), Securities Purchase Agreement (Apollo Resources International Inc), Securities Purchase Agreement (Hythiam Inc)
No Integrated Offering. None of Neither the Company, its Subsidiaries, nor any of their its affiliates, and 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 any of the Securities under the 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None , nor will the Company or any of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will Subsidiaries take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 20 contracts
Samples: Securities Purchase Agreement (Netplex Group Inc), Exchange and Redemption Agreement (Ambi Inc), Securities Purchase Agreement (Digs Inc)
No Integrated Offering. None of Neither the Company, its Subsidiaries, nor any of their its affiliates, and 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 any of the Securities under the 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder shareholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None , nor will the Company or any of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will Subsidiaries take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 20 contracts
Samples: Common Stock Purchase Agreement (Usurf America Inc), Stock Purchase Agreement (Usurf America Inc), Common Stock Purchase Agreement (U S Plastic Lumber Corp)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder shareholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 17 contracts
Samples: Securities Purchase Agreement (Clearly Canadian Beverage Corp), Securities Purchase Agreement (eFuture Information Technology Inc.), Securities Purchase Agreement (Aastrom Biosciences Inc)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person person acting on 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 1933 Act or cause by causing this offering Offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, including without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated, or otherwise. None of the Company, its Subsidiaries, their affiliates and any Person person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause by causing the offering Offering of the Securities to be integrated with other offerings, or otherwise.
Appears in 14 contracts
Samples: Subscription Agreement (Koffee Korner Inc.), Subscription Agreement (Online-Redefined, Inc.), Subscription Agreement (GMV Wireless, Inc.)
No Integrated Offering. None of the Company, its Subsidiaries, Subsidiaries or any of their affiliates, and nor any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by require approval of stockholders of the Company for purposes of the 1933 Act or under any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designateddesignated for quotation. None of the Company, its Subsidiaries, their affiliates and nor any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of any of the Securities to be integrated with other offeringsofferings of securities of the Company.
Appears in 11 contracts
Samples: Securities Purchase Agreement (Delcath Systems, Inc.), Securities Purchase Agreement (Cerecor Inc.), Securities Purchase Agreement (CorMedix Inc.)
No Integrated Offering. None of the Company, its Subsidiaries, Subsidiaries or any of their affiliates, and nor any Person acting on 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 issuance of any of the Securities under the 1933 Act Act, whether through integration with prior offerings or otherwise, or cause this offering of the Securities to be integrated with prior offerings by require approval of stockholders of the Company for purposes of the 1933 Act or under any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and nor any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of the issuance of any of the Securities under the 1933 Act or cause the offering of any of the Securities to be integrated with other offerings.
Appears in 10 contracts
Samples: Execution Copy Securities Purchase Agreement (Socket Mobile, Inc.), Securities Purchase Agreement (Satcon Technology Corp), Securities Purchase Agreement (Tapimmune Inc)
No Integrated Offering. None To the best of the Company's knowledge, its Subsidiariesneither the Company, nor any of their its affiliates, and 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 any of the Securities under the 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities Securities of the Company are listed or designated. None , nor will the Company or any of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will subsidiaries take any action actions or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 9 contracts
Samples: Common Stock and Warrant Purchase Agreement (Xybernaut Corp), Common Stock and Warrant Purchase Agreement (Xybernaut Corp), Common Stock and Warrant Purchase Agreement (Xybernaut Corp)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and or any Person acting on 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 1933 Act Act, whether through integration with prior offerings or otherwise, or cause this offering of the Securities to be integrated with prior offerings by require approval of stockholders of the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the The Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take has taken any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offeringsofferings for purposes of any such applicable stockholder approval provisions.
Appears in 7 contracts
Samples: Securities Purchase Agreement (Dipexium Pharmaceuticals, LLC), Securities Purchase Agreement (Dipexium Pharmaceuticals, LLC), Securities Purchase Agreement (Dipexium Pharmaceuticals, LLC)
No Integrated Offering. None of the Company, its Subsidiaries, Subsidiaries or any of their affiliates, and nor, to the best knowledge of the Company, any Person acting on 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 the issuance of the Securities Note under the 1933 Act through integration with prior offerings or cause this offering of the Securities Note to be integrated with prior offerings by require approval of shareholders of the Company for purposes of the 1933 Act or under any applicable stockholder shareholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designateddesignated for quotation. None of the Company, its Subsidiaries, their affiliates and nor, to the best knowledge of the Company, any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any the issuance of the Securities Note under the 1933 Act or cause the offering of the Securities Note to be integrated with other offeringsofferings of securities of the Company.
Appears in 6 contracts
Samples: Note Purchase Agreement (Top Ships Inc.), Note Purchase Agreement (Top Ships Inc.), Note Purchase Agreement (Top Ships Inc.)
No Integrated Offering. None of Neither the Company, its Subsidiaries, any of their affiliates, and affiliates nor any Person person acting on 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 Transaction Securities under the 1933 Securities Act or cause this offering of the Securities Offering to be integrated with prior offerings by the Company for purposes of the 1933 Securities Act or any applicable stockholder approval provisions, including, including without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Transaction Securities under the 1933 Securities Act or cause the offering of the Securities Offering to be integrated with other offerings.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Nur Macroprinters LTD), Securities Purchase Agreement (China World Trade Corp), Securities Purchase Agreement (Dyntek Inc)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates Affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Biostar Pharmaceuticals, Inc.), Securities Purchase Agreement (China Shuangji Cement Ltd.), Securities Purchase Agreement (China Power Equipment, Inc.)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and or any Person acting on its or their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 4 contracts
Samples: Securities Purchase Agreement (GreenHunter Energy, Inc.), Securities Purchase Agreement (MFC Development Corp), Securities Purchase Agreement (Kentucky USA Energy, Inc.)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person person acting on 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 1933 Securities Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Securities Act or any applicable stockholder approval provisions, including, including without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Securities Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 4 contracts
Samples: Subscription Agreement (Healthcare Providers Direct Inc.), Subscription Agreement (Healthcare Providers Direct Inc.), Subscription Agreement (National Investment Managers Inc.)
No Integrated Offering. None of Neither the Company, its Subsidiaries, nor any of their its affiliates, and 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 issuance by the Company of any of the Securities under the 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None , nor will the Company or any of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will Subsidiaries take any action or steps referred to in the preceding sentence that would require registration of the issuance by the Company of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 4 contracts
Samples: Securities Purchase Agreement (CSK Auto Corp), Securities Purchase Agreement (Net2000 Communications Inc), Securities Purchase Agreement (Etoys Inc)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 1933 Securities Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Securities Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Securities Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Datatrak International Inc), Purchase Agreement (Atc Healthcare Inc /De/), Common Stock and Warrant Purchase Agreement (Atc Healthcare Inc /De/)
No Integrated Offering. None of Neither the Company, its Subsidiaries, nor any of their its ---------------------- affiliates, and 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 any of the Securities under the 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None , nor will the Company or any of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will Subsidiaries take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 4 contracts
Samples: Redemption and Conversion Agreement (Netplex Group Inc), Securities Purchase Agreement (Data Race Inc), Securities Purchase Agreement (Data Race Inc)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and or any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and or any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 4 contracts
Samples: Securities Exchange Agreement (Maverick Oil & Gas, Inc.), Securities Purchase Agreement (Maverick Oil & Gas, Inc.), Securities Purchase Agreement (Maverick Oil & Gas, Inc.)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person person acting on 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 Shares under the 1933 Act or cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder shareholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and or any Person person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities Shares under the 1933 Act or cause the offering of the Securities Shares to be integrated with other offerings.
Appears in 3 contracts
Samples: Share Purchase Agreement (Recon Technology, LTD), Share Purchase Agreement (Hebron Technology Co., LTD), Share Purchase Agreement (Dehaier Medical Systems LTD)
No Integrated Offering. None of Neither the Company, its Subsidiaries, nor any of their its affiliates, and 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 any of the Securities under the 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None Neither the Company nor any of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take Subsidiaries has taken any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offeringsofferings for purposes of provisions relating to the 20% Approval.
Appears in 3 contracts
Samples: Exchange Agreement (Efax Com Inc), Exchange Agreement (Efax Com Inc), Exchange Agreement (Efax Com Inc)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, including without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 3 contracts
Samples: Subscription Agreement (Intraware Inc), Placement Agency Agreement (Intraware Inc), Subscription Agreement (Eclickmd Inc)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliatesAffiliates, and any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates Affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Wentworth Energy, Inc.), Securities Purchase Agreement (Wentworth Energy, Inc.), Securities Purchase Agreement (Arotech Corp)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 Common Shares under the 1933 Act or cause this offering of the Securities Common Shares to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities Common Shares under the 1933 Act or cause the offering of the Securities Common Shares to be integrated with other offerings.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Orient Paper Inc.), Securities Purchase Agreement (Orient Paper Inc.), Securities Purchase Agreement (Cano Petroleum, Inc)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 Shares under the 1933 Act or cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder shareholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities Shares under the 1933 Act or cause the offering of the Securities Shares to be integrated with other offerings.
Appears in 3 contracts
Samples: Share Purchase Agreement (Sino-Global Shipping America, Ltd.), Share Purchase Agreement (Hebron Technology Co., LTD), Share Purchase Agreement (Sino-Global Shipping America, Ltd.)
No Integrated Offering. None of Neither the Company, its Subsidiaries, Company nor any of their affiliates, and nor any Person acting on 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 issuance of any of the Securities under the 1933 Act Act, whether through integration with prior offerings or otherwise, or cause this offering of the Securities to be integrated with prior offerings by require approval of stockholders of the Company for purposes of the 1933 Act or under any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designateddesignated for quotation. None of the Company, its Subsidiaries, their affiliates and nor any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of the issuance of any of the Securities under the 1933 Act or cause the offering of any of the Securities to be integrated with other offeringsofferings of securities of the Company.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Emisphere Technologies Inc), Securities Purchase Agreement (Emisphere Technologies Inc), Securities Purchase Agreement (Emisphere Technologies Inc)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Applied Spectrum Technologies Inc), Investment Agreement (China-Biotics, Inc), Investment Agreement (Benda Pharmaceutical, Inc.)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and or any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Maple Mountain Explorations Inc.), Securities Purchase Agreement (Artemis International Solutions Corp), Securities Purchase Agreement (Maple Mountain Explorations Inc.)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 issuance of any of the Securities under the 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of the issuance of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Raptor Networks Technology Inc), Securities Purchase Agreement (Raptor Networks Technology Inc), Securities Purchase Agreement (Raptor Networks Technology Inc)
No Integrated Offering. None of Neither the Company, its Subsidiaries, Company nor any of their affiliatesits Affiliates, and or any Person acting on 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 issuance of any of the Securities Notes under the 1933 Act Securities Act, whether through integration with prior offerings or otherwise, or cause this offering of the Securities Notes to be integrated with prior offerings by require approval of stockholders of the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None Neither the Company nor any of the Companyits Affiliates, its Subsidiaries, their affiliates and or any Person acting on their behalf behalf, will take any action or steps referred to in the preceding sentence that would require registration of the issuance of any of the Securities Notes under the 1933 Act or cause the offering of the Securities to be integrated with other offeringsAct.
Appears in 2 contracts
Samples: Subscription Agreement (Cheniere Energy Inc), Subscription Agreement (Cheniere Energy Inc)
No Integrated Offering. None of the Company, its SubsidiariesSubsidiary, any of their affiliates, and any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its SubsidiariesSubsidiary, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 2 contracts
Samples: Form of Securities Purchase Agreement (Evci Career Colleges Inc), Securities Purchase Agreement (Aphton Corp)
No Integrated Offering. None of the Company, its Subsidiaries, any of their its affiliates, and any Person person acting on 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 Shares under the 1933 Securities Act or cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of the 1933 Securities Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities Shares under the 1933 Securities Act or cause the offering of the Securities Shares to be integrated with other offerings.
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (Odyssey Marine Exploration Inc), Common Stock Purchase Agreement (Odyssey Marine Exploration Inc)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person person acting on 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 Shares under the 1933 Act or cause by causing this offering Offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, including without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities Shares of the Company are listed or designated, or otherwise. None of the Company, its Subsidiaries, their affiliates and any Person person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities Shares under the 1933 Act or cause by causing the offering Offering of the Securities Shares to be integrated with other offerings, or otherwise.
Appears in 2 contracts
Samples: Subscription Agreement (NightFood Holdings, Inc.), Subscription Agreement (NightFood Holdings, Inc.)
No Integrated Offering. None of the Company, its Subsidiaries, Company or any of their its affiliates, and nor any Person acting on their its 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 issuance of any of the Securities under the 1933 Act Act, whether through integration with prior offerings or otherwise, or cause this offering of the Securities to be integrated with prior offerings by require approval of stockholders of the Company for purposes of the 1933 Act or under any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designateddesignated for quotation. None of the Company, its Subsidiaries, their affiliates and nor any Person acting on their its behalf will take any action or steps referred to in the preceding sentence that would require registration of the issuance of any of the Securities under the 1933 Act or cause the offering of any of the Securities to be integrated with other offeringsofferings of securities of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Applied Dna Sciences Inc), Securities Purchase Agreement (Applied Dna Sciences Inc)
No Integrated Offering. None of Parent, the Company, its their respective Subsidiaries, any of their affiliates, and any Person acting on 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 Shares under the 1933 Act or cause this offering of the Securities Shares to be integrated with prior offerings by Parent or the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of Parent, the Company, its their respective Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities Shares under the 1933 Act or cause the offering of the Securities Shares to be integrated with other offerings.
Appears in 2 contracts
Samples: Share Purchase Agreement (Infinity Cross Border Acquisition Corp), Share Purchase Agreement (Glori Energy Inc.)
No Integrated Offering. None of the Company, its Subsidiaries, the Subsidiaries or any of their affiliates, and 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 any of the Securities under the 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its the Subsidiaries, their affiliates and nor any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of any of the Securities to be integrated with other offerings.
Appears in 2 contracts
Samples: Transaction Agreement (Magnetar Financial LLC), Transaction Agreement (Workstream Inc)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and or any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder shareholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and or any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Telkonet Inc), Securities Purchase Agreement (NGAS Resources Inc)
No Integrated Offering. None of Neither the Company, its Subsidiaries, any of their affiliates, and Affiliates nor any Person person acting on 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 Transaction Securities under the 1933 Securities Act or cause this offering of the Securities Offering to be integrated with prior offerings by the Company for purposes of the 1933 Securities Act or any applicable stockholder approval provisions, including, including without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates controlled Affiliates and any Person person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Transaction Securities under the 1933 Securities Act or cause the offering of the Securities Offering to be integrated with other offerings.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Grant Ventures Inc), Securities Purchase Agreement (Internet Commerce Corp)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 Shares under the 1933 Securities Act or cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of the 1933 Securities Act or any applicable stockholder shareholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities Shares under the 1933 Securities Act or cause the offering of the Securities Shares to be integrated with other offerings.
Appears in 2 contracts
Samples: Share Purchase Agreement (Color Star Technology Co., Ltd.), Securities Purchase Agreement (Zap)
No Integrated Offering. None of Neither the Company, its Subsidiaries, nor any of their its affiliates, and 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 any of the Securities under the 1933 Act or cause this offering of the Securities or Purchase Shares to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder shareholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None , nor will the Company or any of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will Subsidiaries take any action or steps referred to in the preceding sentence that would require registration of any of the Securities or the Purchase Shares under the 1933 Act or cause the offering of the Securities or Purchase Shares to be integrated with other offerings.
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (Unigene Laboratories Inc), Common Stock Purchase Agreement (Unigene Laboratories Inc)
No Integrated Offering. None of the Company, its Subsidiaries, any Subsidiary or any of their affiliates, and nor any Person acting on 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 issuance of any of the Securities Common Shares under the 1933 Act Act, whether through integration with prior offerings or otherwise, or cause this offering of the Securities Common Shares to be integrated with prior offerings by require approval of shareholders of the Company for purposes of the 1933 Act or under any applicable stockholder shareholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiariesany Subsidiary, their affiliates and nor any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of the issuance of any of the Securities Common Shares under the 1933 Act or cause the offering of any of the Securities Common Shares hereunder to be integrated with other offerings.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Aradigm Corp), Securities Purchase Agreement (Aradigm Corp)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person person acting on 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 Shares under the 1933 Securities Act or cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of the 1933 Securities Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities Shares under the 1933 Securities Act or cause the offering of the Securities Shares to be integrated with other offerings.
Appears in 2 contracts
Samples: Series B Preferred Stock Purchase Agreement (Intraware Inc), Series B Preferred Stock Purchase Agreement (Digital River Inc /De)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Intraware Inc), Preferred Stock and Warrant Purchase Agreement (Intraware Inc)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and respective Affiliates nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security security, or solicited any offers to buy any security, under circumstances that would require registration of any of the Securities under the 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and Affiliates or any Person acting on its or their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offeringsofferings in a manner that would require such registration.
Appears in 2 contracts
Samples: Purchase Agreement (Mohen, Inc.), Amended and Restated Purchase Agreement (Spiralfrog, Inc)
No Integrated Offering. None of the Company, its Subsidiariesany Subsidiary, any of their affiliates, and any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiariesany Subsidiary, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act (other than pursuant to the Registration Rights Agreement) or cause the offering of the Securities to be integrated with other offerings.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Stemcells Inc), Securities Purchase Agreement (Stemcells Inc)
No Integrated Offering. None of the Company, its Subsidiaries, any of their respective affiliates, and any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to t o in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Ascendia Brands, Inc.), Securities Purchase Agreement (Ascendia Brands, Inc.)
No Integrated Offering. None of the Company, its Subsidiaries, Subsidiaries or any of their affiliates, and nor any Person acting on 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 the issuance of the Securities Note under the 1933 Act Act, whether through integration with prior offerings or otherwise, or cause this offering of the Securities Note to be integrated with prior offerings by require approval of stockholders of the Company for purposes of the 1933 Act or under any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designateddesignated for quotation. None of the Company, its Subsidiaries, their affiliates and nor any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any the issuance of the Securities Note under the 1933 Act or cause the offering of the Securities Note to be integrated with other offeringsofferings of securities of the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Intercloud Systems, Inc.), Securities Purchase Agreement (Intercloud Systems, Inc.)
No Integrated Offering. None of the Company, its Subsidiariesany Subsidiary, any of their affiliates, and any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its SubsidiariesCompany or any Subsidiary, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offeringsofferings for purposes of any registration requirement under the 1933 Act or any applicable rules of the Principal Market.
Appears in 1 contract
No Integrated Offering. None Neither the Company, any subsidiary of the Company, its Subsidiaries, nor any of their affiliates, and any Person person acting on their its 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 Shares under the 1933 Securities Act or cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of the 1933 Securities Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any subsidiary of the Company or any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities Shares under the 1933 Securities Act or cause the offering of the Securities Shares to be integrated with other offerings.
Appears in 1 contract
No Integrated Offering. None of Neither the Company, nor any of its Subsidiariesaffiliates, nor, to the Company’s knowledge, any of their affiliates, and 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 any of the Securities Offered Shares under the 1933 Act or cause this offering of the Securities Offered Shares to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None , nor will the Company or any of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will Subsidiaries take any action or steps referred to in the preceding sentence that would require registration of any of the Securities Offered Shares under the 1933 Act (except pursuant to the Registration Rights Agreement) or cause the offering of the Securities Offered Shares to be integrated with other offerings.
Appears in 1 contract
No Integrated Offering. None of Neither the Company, nor any of its Subsidiariesaffiliates, nor, to the Company's knowledge, any of their affiliates, and 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 any of the Securities under the 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None , nor will the Company or any of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will Subsidiaries take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act (except pursuant to the Registration Rights Agreement) or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 require registration of any of the Securities under the 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder shareholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, any of their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
Samples: Securities Purchase Agreement (Cardiome Pharma Corp)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates affiliates, and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
Samples: Securities Purchase Agreement (Smith & Wesson Holding Corp)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of requiring registration under the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
Samples: Securities Purchase Agreement (Bravo Foods International Corp)
No Integrated Offering. None of the Company, its Subsidiaries, any of their its affiliates, and any Person acting on their the Company’s behalf has, directly or indirectly, made any offers or sales of any security by the Company or solicited any offers to buy any securitysecurity from the Company, under circumstances that would require registration of any of the Securities under the 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their its behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of any of the Securities to be integrated with other offerings.
Appears in 1 contract
No Integrated Offering. None of the Company, its Subsidiaries, any ---------------------- of their affiliates, and 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and or any Person acting on its or their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
Samples: Securities Exchange Agreement (Charys Holding Co Inc)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 Units under the 1933 Securities Act or cause this offering of the Securities Units to be integrated with prior offerings by the Company for purposes of the 1933 Securities Act or any applicable stockholder shareholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities Units under the 1933 Securities Act or cause the offering of the Securities Units to be integrated with other offerings.
Appears in 1 contract
Samples: Share Purchase Agreement (Color Star Technology Co., Ltd.)
No Integrated Offering. None of Neither the Company, its ---------------------- Subsidiaries, any of their affiliates, and affiliates nor any Person person acting on 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 1933 Securities Act or cause this offering of the Securities Offering to be integrated with prior offerings by the Company for purposes of the 1933 Securities Act or any applicable stockholder approval provisions, including, including without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Transaction Securities under the 1933 Securities Act or cause the offering of the Securities Offering to be integrated with other offerings.
Appears in 1 contract
No Integrated Offering. None of Neither the Company, its Subsidiaries, any of their affiliates, and nor any Person person acting on 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 1933 Act or cause by causing this offering Offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, including without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated, or otherwise. None of Neither the Company, its Subsidiaries, their affiliates and nor any Person person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause by causing the offering of the Securities Offering to be integrated with other offeringsofferings or otherwise.
Appears in 1 contract
No Integrated Offering. None of Neither the Company, its Subsidiaries, any of their affiliates, and or any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and or any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 1933 Securities Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Securities Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and or any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Securities Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
Samples: Loan Restructuring Agreement (Broadcast International Inc)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 Shares under the 1933 Act or cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities Shares under the 1933 Act or cause the offering of the Securities Shares to be integrated with other offerings.
Appears in 1 contract
Samples: Strategic Alliance Share Purchase Agreement (I/Omagic Corp)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 Notes under the 1933 Securities Act or cause this offering of the Securities Notes to be integrated with prior offerings by the Company for purposes of the 1933 Securities Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities Notes under the 1933 Securities Act or cause the offering of the Securities Notes to be integrated with other offerings.
Appears in 1 contract
Samples: Exchange Agreement (GCL Silicon Technology Holdings Inc.)
No Integrated Offering. None of Neither the Company, its Subsidiaries, any of ------------------------ their affiliates, and affiliates nor any Person person acting on 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 Transaction Securities under the 1933 Securities Act or cause this offering of the Securities Offering to be integrated with prior offerings by the Company for purposes of the 1933 Securities Act or any applicable stockholder approval provisions, including, including without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Transaction Securities under the 1933 Securities Act or cause the offering of the Securities Offering to be integrated with other offerings.
Appears in 1 contract
Samples: Securities Purchase Agreement (China World Trade Corp)
No Integrated Offering. None of Neither the Company, its Subsidiaries, any of ------------------------- their affiliates, and affiliates nor any Person person acting on 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 Transaction Securities under the 1933 Securities Act or cause this offering of the Securities Offering to be integrated with prior offerings by the Company for purposes of the 1933 Securities Act or any applicable stockholder approval provisions, including, including without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Transaction Securities under the 1933 Securities Act or cause the offering of the Securities Offering to be integrated with other offerings.
Appears in 1 contract
Samples: Securities Purchase Agreement (China World Trade Corp)
No Integrated Offering. None of Neither the Company, nor any of its officers, directors or Subsidiaries, nor any of their affiliates, and 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 any of the Securities under the 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None , nor will the Company or any of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will Subsidiaries take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
No Integrated Offering. None of Neither the Company, its Subsidiaries, nor any of their its ---------------------- affiliates, and 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 issuance by the Company of any of the Securities under the 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None , nor will the Company or any of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will Material Subsidiaries take any action or steps referred to in the preceding sentence that would require registration of the issuance by the Company of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person person acting on 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 1933 Act or cause this offering Offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, including without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering Offering of the Securities to be integrated with other offerings.
Appears in 1 contract
Samples: Agency Agreement (Eclickmd Inc)
No Integrated Offering. None of the Company, its Subsidiariesany Subsidiary, any of their affiliates, and any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiariesany Subsidiary, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
No Integrated Offering. None of the Company, its Subsidiaries, any of ------------------------ their affiliates, and 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and or any Person acting on its or their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
Samples: Securities Purchase Agreement (Charys Holding Co Inc)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and respective Affiliates or any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security security, or solicited any offers to buy any security, under circumstances that would require registration of any of the Securities under the 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and Affiliates or any Person acting on its or their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offeringsofferings in a manner that would require such registration.
Appears in 1 contract
Samples: Securities Purchase Agreement (Nesco Industries Inc)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 Notes under the 1933 Act or cause this offering of the Securities Notes to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities Notes under the 1933 Act or cause the offering of the Securities Notes to be integrated with other offerings.
Appears in 1 contract
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and 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 any of the Securities under the 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and or any Person acting on its or their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
Samples: Securities Purchase Agreement (Daystar Technologies Inc)
No Integrated Offering. None of Neither the Company, its Subsidiaries, nor any of their its ---------------------- affiliates, and 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 any of the Securities under the 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None , nor will the Company nor any of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will Subsidiaries take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system Trading Market on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
Samples: Securities Purchase Agreement (Digital Recorders Inc)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes to cause violations of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
Samples: Securities Purchase Agreement (Touchstone Resources Usa, Inc.)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offeringsofferings of the Company.
Appears in 1 contract
No Integrated Offering. None of Parent, the Company, its Subsidiaries, any of their affiliates, and or any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by Parent or the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of Parent or the Company are listed or designated. None of Parent, the Company, its Subsidiaries, their affiliates and or any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with any other offerings.
Appears in 1 contract
Samples: Consent, and Modification Agreement (Black Raven Energy, Inc.)
No Integrated Offering. None of the Company, its Subsidiaries, Company nor any of their affiliatesits Affiliates, and or any Person acting on 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 1933 Securities Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Securities Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, Company nor its Subsidiaries, their affiliates Affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Securities Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
Samples: Convertible Note Purchase Agreement (Kahiki Foods Inc)
No Integrated Offering. None of the Company, its Subsidiaries, any of ------------------------ their affiliates, and any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 1933 Securities Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Securities Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Securities Act or cause the offering of any of the Securities to be integrated with other offerings.
Appears in 1 contract
Samples: Securities Purchase Agreement (City Language Exchange Inc)
No Integrated Offering. None To the best of the Company's knowledge, its Subsidiariesneither the Company, nor any of their its affiliates, and 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 any of the Securities under the 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities Securities of the Company are listed or designated. None , nor will the Company or any of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will Subsidiaries take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder shareholder approval provisions, including, without limitation, under the rules and regulations of any market, exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
Samples: Securities Purchase Agreement (I2 Telecom International Inc)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person person acting on 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 1933 Act or cause this offering of the Securities Private Placement to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities Securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities Private Placement to be integrated with other offerings.
Appears in 1 contract
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person person acting on 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 Shares under the 1933 Act or cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities Shares under the 1933 Act or cause the offering of the Securities Shares to be integrated with other offerings.
Appears in 1 contract
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliatesAffiliates, and any Person acting on 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 1933 Securities Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Securities Act or any applicable stockholder shareholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates Affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Securities Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
Samples: Securities Purchase Agreement (Rockwell Medical, Inc.)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of any of the Securities to be integrated with other offerings.
Appears in 1 contract
No Integrated Offering. None of the Company, its Subsidiaries, any ---------------------- of their affiliatesAffiliates, and 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and Affiliates or any Person acting on its or their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
Samples: Securities Purchase Agreement (Charys Holding Co Inc)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 1933 Securities Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Securities Act or any applicable stockholder shareholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Securities Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
Samples: Securities Purchase Agreement (Zap)
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 1933 Act Act, or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
No Integrated Offering. None of the Company, its Subsidiaries, any of their affiliates, and any Person acting on 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 1933 Act or cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of any exchange or automated quotation system on which any of the securities of the Company are listed or designated, which in any case, would require registration of any of the Securities under the 1933 Act. None of the Company, its Subsidiaries, their affiliates and any Person acting on their behalf will take any action or steps referred to in the preceding sentence that would require registration of any of the Securities under the 1933 Act or cause the offering of the Securities to be integrated with other offerings.
Appears in 1 contract
Samples: Securities Purchase Agreement (Universal Food & Beverage Compny)
