No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 29 contracts
Samples: Securities Purchase Agreement (Transgenomic Inc), Securities Purchase Agreement (Heska Corp), Securities Purchase Agreement (Pacific Financial Corp)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the Purchasers, or that will be integrated with the offer or sale of the Securities Shares for purposes of the rules and regulations of any Trading Market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 16 contracts
Samples: Securities Purchase Agreement (Bluefly Inc), Securities Purchase Agreement (Codorus Valley Bancorp Inc), Securities Purchase Agreement (RHO Ventures VI LP)
No Integration. The Company shall not, and shall use its commercially reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market such that it would require stockholder shareholder approval prior to the closing of such other transaction unless stockholder shareholder approval is obtained before the closing of such subsequent transaction.
Appears in 11 contracts
Samples: Securities Purchase Agreement (Predictive Oncology Inc.), Securities Purchase Agreement (Regenerx Biopharmaceuticals Inc), Securities Purchase Agreement (Pinnacle Data Systems Inc)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market such that it would require stockholder shareholder approval prior to the closing of such other transaction unless stockholder shareholder approval is obtained before the closing of such subsequent transaction.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Cardica Inc), Securities Purchase Agreement (CombiMatrix Corp), Securities Purchase Agreement (Castle Brands Inc)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market Nasdaq such that it would require stockholder shareholder approval prior to the closing of such other transaction unless stockholder shareholder approval is obtained before the closing of such subsequent transaction.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Antigenics Inc /De/), Securities Purchase Agreement (Antigenics Inc /De/), Securities Purchase Agreement (Antigenics Inc /De/)
No Integration. The Company shall not, and shall use its commercially reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Mri Interventions, Inc.), Securities Purchase Agreement (CONTRAFECT Corp), Securities Purchase Agreement (Mri Interventions, Inc.)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the PurchasersPurchaser, or that will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Root9B Technologies, Inc.), Securities Purchase Agreement (Root9B Technologies Inc.), Securities Purchase Agreement (Root9B Technologies, Inc.)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, not sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market trading market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 4 contracts
Samples: Securities Purchase Agreement (MedAvail Holdings, Inc.), Securities Purchase Agreement (MedAvail Holdings, Inc.), Securities Purchase Agreement (MedAvail Holdings, Inc.)
No Integration. The Except for the Prior Financings, the Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate the Affiliates of the Company shallshall not, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market such that it would require stockholder shareholder approval prior to the closing of such other transaction unless stockholder shareholder approval is obtained before the closing of such subsequent transaction.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Ignyta, Inc.), Securities Purchase Agreement (Torchlight Energy Resources Inc), Securities Purchase Agreement (Torchlight Energy Resources Inc)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate the Affiliates of the Company shallshall not, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the Purchasers, or that will be integrated with the offer or sale of the Securities Shares for purposes of the rules and regulations of any Trading Market such that it would require stockholder shareholder approval prior to the closing of such other transaction unless stockholder shareholder approval is obtained before the closing of such subsequent transaction.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Hudson Executive Capital LP), Securities Purchase Agreement (Corindus Vascular Robotics, Inc.), Securities Purchase Agreement (Corindus Vascular Robotics, Inc.)
No Integration. The Company shall not, and shall use its commercially reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Nephros Inc), Securities Purchase Agreement (Voyager Oil & Gas, Inc.), Securities Purchase Agreement (Celator Pharmaceuticals Inc)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, not sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the Purchasers, or that will be integrated with the offer or sale of the Securities Shares for purposes of the rules and regulations of any Trading Market such that it would require stockholder shareholder approval prior to the closing of such other transaction unless stockholder shareholder approval is obtained before the closing of such subsequent transaction.
Appears in 3 contracts
Samples: Securities Purchase Agreement (AtriCure, Inc.), Securities Purchase Agreement (Metalico Inc), Securities Purchase Agreement (Ivivi Technologies, Inc.)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, not sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities Common Stock Equity Offering in a manner that would require the registration under the Securities Act of the sale of the Securities Common Stock to the Purchasers, or that will be integrated with the offer or sale of the Securities Common Stock Equity Offering for purposes of the rules and regulations of any Trading Market trading market such that it would require stockholder approval prior to the closing of such other transaction transaction, unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 3 contracts
Samples: Common Stock Purchase Agreement (Ninteenth Investment Co LLC), Common Stock Purchase Agreement (NextDecade Corp.), Common Stock Purchase Agreement (NextDecade Corp.)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate the Affiliates of the Company shallshall not, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market such that it would require stockholder shareholder approval prior to the closing of such other transaction unless stockholder shareholder approval is obtained before the closing of such subsequent transaction.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Corindus Vascular Robotics, Inc.), Securities Purchase Agreement (Corindus Vascular Robotics, Inc.), Securities Purchase Agreement (Great American Group, Inc.)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that will be integrated or aggregated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 3 contracts
Samples: Securities Purchase Agreement (World Heart Corp), Securities Purchase Agreement (World Heart Corp), Securities Purchase Agreement (World Heart Corp)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, not sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities Shares hereunder in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the PurchasersPurchaser, or that will be integrated with the offer or sale of Shares to the Securities Purchaser for purposes of the rules and regulations of any Trading Market trading market such that it would require stockholder approval prior to the closing of such other transaction transaction, unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (TotalEnergies SE), Common Stock Purchase Agreement (NextDecade Corp.)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the Purchasers, or that will be integrated with the offer or sale of the Securities Shares for purposes of the rules and regulations of any Trading Market such that it would require stockholder shareholder approval prior to the closing of such other transaction unless stockholder shareholder approval is obtained before the closing of such subsequent transaction.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Hoku Scientific Inc), Securities Purchase Agreement (Bancorp, Inc.)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the PurchasersPurchaser, or that will be integrated with the offer or sale of the Securities Shares for purposes of the rules and regulations of any Trading Market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Bluefly Inc), Securities Purchase Agreement (Hanmi Financial Corp)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities Shares and Warrants in a manner that would require the registration under the Securities Act of the sale of the Securities Shares and Warrants to the Purchasers, or that will be integrated with the offer or sale of the Securities Shares and Warrants for purposes of the rules and regulations of any Trading Market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Cytori Therapeutics, Inc.), Securities Purchase Agreement (Cytori Therapeutics, Inc.)
No Integration. The Company shall not, and shall use its commercially reasonable best efforts to ensure that no Affiliate affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities Purchased Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Purchased Shares to the PurchasersInvestor, or that will be integrated with the offer or sale of the Securities Purchased Shares for purposes of the rules and regulations of any Trading Market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 2 contracts
Samples: Common Stock Subscription Agreement (Genzyme Corp), Common Stock Subscription Agreement (Exact Sciences Corp)
No Integration. The Company Buyer shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, not sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will would be integrated with the offer offer, sale or sale issuance of the Securities Equity Consideration in a manner that would require the registration under the Securities Act of the offer, sale or issuance of the Securities Equity Consideration to the Purchasers, Seller or that will would be integrated with the offer offer, sale or sale issuance of the Securities Equity Consideration for purposes of the rules and regulations of any Trading Market trading market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
Samples: Membership Purchase Agreement (Agfeed Industries, Inc)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate the Affiliates of the Company shallshall not, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the PurchasersPurchaser, or that will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
Samples: Securities Purchase Agreement (Twinlab Consolidated Holdings, Inc.)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities 1933 Act) that will be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities 1933 Act of the sale of the Securities Shares to the PurchasersInvestors, or that will be integrated with the offer or sale of the Securities Placement Shares for purposes of the rules and regulations of any Trading Market trading market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
Samples: Securities Purchase Agreement (Century Therapeutics, Inc.)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
Samples: Securities Purchase Agreement (Kun Run Biotechnology, Inc.)
No Integration. The Company Buyer shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company Buyer shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities to the PurchasersSeller, or that will be integrated with the offer or sale of the Securities Shares for purposes of the rules and regulations of any Trading Market Nasdaq such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company (other than the Investor) shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will would be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the PurchasersPurchaser, or that will would be integrated with the offer or sale of the Securities such Shares for purposes of the rules and regulations of any Trading Market trading market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
Samples: Share Purchase Agreement (Acrivon Therapeutics, Inc.)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the Purchasers, or that will be integrated with the offer or sale of the Securities Shares for purposes of the rules and regulations of any Trading Market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, not sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, Buyer or that will would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market such that it would require stockholder shareholder approval prior to the closing of such other transaction unless stockholder shareholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
Samples: Convertible Note Purchase Agreement (MINERALRITE Corp)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market trading market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
No Integration. The Company shall not, and shall use its commercially reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the Purchasers, or that will be integrated with the offer or sale of the Securities Shares for purposes of the rules and regulations of any Trading Market such that it would require stockholder shareholder approval prior to the closing of such other transaction unless stockholder shareholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
Samples: Securities Purchase Agreement (Sonic Innovations Inc)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act1000 Xxx) that will be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities 1933 Act of the sale of the Securities Shares to the PurchasersInvestors, or that will be integrated with the offer or sale of the Securities Shares for purposes of the rules and regulations of any Trading Market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
No Integration. The Company shall not, and shall use its commercially reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the PurchasersPurchaser, or that will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
Samples: Securities Purchase Agreement (Mri Interventions, Inc.)
No Integration. The Except for the Future Financings, the Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate the Affiliates of the Company shallshall not, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market such that it would require stockholder shareholder approval prior to the closing of such other transaction unless stockholder shareholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the PurchasersAthyrium, or that will be integrated with the offer or sale of the Securities Shares for purposes of the rules and regulations of any Trading Market trading market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities shares of Preferred Stock in a manner that would require the registration under the Securities Act of the sale of the Securities shares of Preferred Stock to the Purchasers, or that will be integrated with the offer or sale of the Securities shares of Preferred Stock for purposes of the rules and regulations of any Trading Market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
Samples: Securities Purchase Agreement (Wheeler Real Estate Investment Trust, Inc.)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the Purchasers, or that will be integrated with the offer or sale of the Securities Shares for purposes of the rules and regulations of any Trading Market such that it would require stockholder shareholder approval prior to the closing of such other transaction unless stockholder shareholder approval is obtained before the closing of such subsequent transaction.. 29
Appears in 1 contract
Samples: Securities Purchase Agreement (MidWestOne Financial Group, Inc.)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, not sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the PurchasersParticipants, or that will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market NYSE MKT such that it would require stockholder shareholder approval prior to the closing of such other transaction unless stockholder shareholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchaserseach Purchaser, or that will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
Samples: Securities Purchase Agreement (Root9B Technologies Inc.)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale issue of the Securities Shares in a manner that would require the registration under the Securities Act of the sale issue of the Securities Shares to the Purchasers, or that will be integrated with the offer or sale issue of the Securities Shares for purposes of the rules and regulations of any Trading Market Nasdaq such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
Samples: Securities Subscription Agreement (Amarin Corp Plc\uk)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities Shares hereunder in a manner that would require the registration under the Securities Act of the such sale of the Securities to the PurchasersShares, or that will be integrated with the offer or sale of the Securities Shares for purposes of the rules and regulations of any the Trading Market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
Samples: Stock Purchase Agreement (Mirna Therapeutics, Inc.)
No Integration. The Company shall not, and shall use its commercially reasonable best --------------- efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the Purchasers, or that will be integrated with the offer or sale of the Securities Shares for purposes of the rules and regulations of any Trading Market such that it would require stockholder shareholder approval prior to the closing of such other transaction unless stockholder shareholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
Samples: Securities Purchase Agreement (DigitalFX International Inc)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale issue of the Securities Shares in a manner that would require the registration under the Securities Act of the sale issue of the Securities Shares to the PurchasersPurchaser, or that will be integrated with the offer or sale issue of the Securities Shares for purposes of the rules and regulations of any Trading Market Nasdaq such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
Samples: Securities Subscription Agreement (Amarin Corp Plc\uk)
No Integration. The Company shall not, and shall use its commercially reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the Purchasers, or that will be integrated with the offer or sale of the Securities Shares for purposes of the rules and regulations of any Trading Market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
Samples: Securities Purchase Agreement (Mri Interventions, Inc.)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will would be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the Purchasers, or that will would be integrated with the offer or sale of the Securities such Shares for purposes of the rules and regulations of any Trading Market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities Shares pursuant to this Agreement in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the PurchasersInvestors, or that will be integrated with the offer or sale of the Securities Shares pursuant to this Agreement for purposes of the rules and regulations of any Trading Market the NYSE such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
Samples: Securities Purchase Agreement and Registration Rights Agreement (Magnum Hunter Resources Corp)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will would be integrated with the offer or sale of the Securities Shares in a manner that would require the registration under the Securities Act of the sale of the Securities Shares to the PurchasersPurchaser, or that will would be integrated with the offer or sale of the Securities such Shares for purposes of the rules and regulations of any Trading Market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
Samples: Securities Purchase Agreement (NeuroBo Pharmaceuticals, Inc.)
No Integration. The Company shall not, and shall use its commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market Nasdaq such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.
Appears in 1 contract
