Common use of No Public Sale or Distribution Clause in Contracts

No Public Sale or Distribution. Such Investor is acquiring the Securities in the ordinary course of business for its own account and not with a view towards, or for resale in connection with, the public sale or distribution thereof, except pursuant to sales registered under the Securities Act or under an exemption from such registration and in compliance with applicable federal and state securities laws, and such Investor does not have a present arrangement to effect any distribution of the Securities to or through any person or entity; provided, however, that by making the representations herein, such Investor does not agree to hold any of the Securities for any minimum or other specific term and reserves the right to dispose of the Securities at any time in accordance with or pursuant to a registration statement or an exemption under the Securities Act.

Appears in 7 contracts

Samples: Securities Purchase Agreement (NanoVibronix, Inc.), Securities Purchase Agreement (RCS Capital Corp), Securities Purchase Agreement (NanoVibronix, Inc.)

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No Public Sale or Distribution. Such Investor is (i) acquiring the Securities Common Shares in the ordinary course of business for its own account and not with a view towards, or for resale in connection with, the public sale or distribution thereof, except pursuant to sales registered under the Securities Act or under an exemption from such registration and in compliance with applicable federal and state securities laws, and such Investor does not have a present arrangement to effect any distribution of the Securities to or through any person or entity; provided, however, that by making the representations herein, such Investor does not agree to hold any of the Securities for any minimum or other specific term and reserves the right to dispose of the Securities at any time in accordance with or pursuant to a registration statement or an exemption under the Securities Act.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Tauriga Sciences, Inc.), Securities Purchase Agreement (Tauriga Sciences, Inc.)

No Public Sale or Distribution. Such Investor is acquiring the Securities in the ordinary course of business for its own account and not with a view towards, or for resale in connection with, the public sale or distribution thereof, except pursuant to sales registered under the Securities Act or under an exemption from such registration and in compliance with applicable federal and state securities laws, and such Investor does not have a present arrangement to effect any distribution of the Securities to or through any person or entity; provided, however, that by making the representations herein, such Investor does not agree to hold any of the Securities for any minimum or other specific term and reserves the right to dispose of the Securities at any time in accordance with or pursuant to a registration statement or an exemption under the Securities ActAct and pursuant to the applicable terms of the Transaction Documents).

Appears in 2 contracts

Samples: Securities Purchase Agreement (Regado Biosciences Inc), Note Purchase Agreement (Array Biopharma Inc)

No Public Sale or Distribution. Such Investor is acquiring the Securities in the ordinary course of business for its own account and not with a view towards, or for resale in connection with, the public sale or distribution thereof, except pursuant to sales registered under the Securities Act or under an exemption from such registration and in compliance with applicable federal and state securities laws, and such Investor does not have a present arrangement to effect any distribution of the Securities to or through any person or entity; provided, however, that by making the representations herein, such Investor does not agree agree, or make any representation or warranty, to hold any of the Securities for any minimum or other specific term and reserves the right to dispose of the Securities at any time in accordance with or pursuant to a registration statement or an exemption from registration under the Securities Act.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Fennec Pharmaceuticals Inc.), Securities Purchase Agreement (Fennec Pharmaceuticals Inc.)

No Public Sale or Distribution. Such Investor is acquiring the Securities in the ordinary course of business for its own account and not with a view towards, or for resale in connection with, the public sale or distribution thereof, except pursuant to sales registered under the Securities Act or under an exemption from such registration and in compliance with applicable federal federal, state and state foreign securities laws, and such Investor does not have a present arrangement to effect any distribution of the Securities to or through any person or entity; provided, however, that that, by making the representations herein, such Investor does not agree agree, or make any representation or warranty, to hold any of the Securities for any minimum or other specific term and reserves the right to dispose of the Securities at any time in accordance with or pursuant to a registration statement or an exemption from registration under the Securities Act.

Appears in 2 contracts

Samples: Note Purchase and Registration Rights Agreement (Venus Concept Inc.), Exchange and Registration Rights Agreement (Venus Concept Inc.)

No Public Sale or Distribution. Such The Investor is acquiring the Securities Common Shares in the ordinary course of business for its own account and not with a view towards, or for resale in connection with, the public sale or distribution thereof, except pursuant to sales registered under the Securities Act or under an exemption from such registration and in compliance with applicable federal and state securities laws, and such the Investor does not have a present arrangement intention to effect any distribution of the Securities to or through any person or entity; provided, however, that by making the representations herein, such the Investor does not agree to hold any of the Securities for any minimum or other specific term and reserves the right to dispose of the Securities at any time in accordance with or pursuant to a registration statement or an exemption under the Securities Act.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Alseres Pharmaceuticals Inc /De), Securities Purchase Agreement (Alseres Pharmaceuticals Inc /De)

No Public Sale or Distribution. Such Investor is acquiring the Securities Preferred Shares in the ordinary course of business for its own account and not with a view towards, or for resale in connection with, the public sale or distribution thereof, except pursuant to sales registered under the Securities Act or under an exemption from such registration and in compliance with applicable federal and state securities laws, and such Investor does not have a present arrangement to effect any distribution of the Securities Preferred Shares to or through any person or entity; provided, however, that by making the representations herein, such Investor does not agree to hold any of the Securities Preferred Shares for any minimum or other specific term and reserves the right to dispose of the Securities Preferred Shares at any time in accordance with or pursuant to a registration statement or an exemption under the Securities Act.

Appears in 2 contracts

Samples: Convertible Preferred Stock Purchase Agreement (American Realty Capital Properties, Inc.), Purchase Agreement (American Realty Capital Properties, Inc.)

No Public Sale or Distribution. Such The Investor is (i) acquiring the Securities Shares in the ordinary course of business for its own account and not with a view towards, or for resale in connection with, the public sale or distribution thereof, except pursuant to sales registered under the Securities Act or under an exemption from such registration and in compliance with applicable federal and state securities laws, and such the Investor does not have a present arrangement to effect any distribution of the Securities to or through any person or entity; provided, however, that by making the representations herein, such the Investor does not agree to hold any of the Securities for any minimum or other specific term and reserves the right to dispose of the Securities at any time in accordance with or pursuant to a registration statement or an exemption under the Securities Act.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Liberator Medical Holdings, Inc.), Securities Purchase Agreement (Kinderhook Partners, Lp)

No Public Sale or Distribution. Such Investor is (i) acquiring the Securities Common Shares in the ordinary course of business for its own account and not with a view towards, or for resale in connection with, the public sale or distribution thereof, except pursuant to sales registered under the Securities Act or under an exemption from such registration and in compliance with applicable federal and state securities laws, and such Investor does not have a present arrangement to effect any distribution of the Securities to or through any person or entity; provided, however, that by making the representations herein, such Investor does not agree to hold any of the Securities for any minimum or other specific term and reserves the right to dispose of the Securities at any time in accordance with or pursuant to a registration statement or an exemption under the Securities Act.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Tauriga Sciences, Inc.), Securities Purchase Agreement (Kona Grill Inc)

No Public Sale or Distribution. Such Investor is acquiring the Securities in the ordinary course of business Notes for its own account and not with a view towards, or for resale in connection with, the public sale or distribution thereof, except pursuant to sales registered under the Securities Act or under an exemption from such registration and in compliance with applicable federal and state securities laws, and such Investor does not have a present arrangement to effect any distribution of the Securities to or through any person or entity; provided, however, that by making the representations herein, such Investor does not agree agree, or make any representation or warranty, to hold any of the Securities for any minimum or other specific term and reserves the right to dispose of the Securities at any time in accordance with or pursuant to a registration statement or an exemption from registration under the Securities Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Mri Interventions, Inc.)

No Public Sale or Distribution. Such The Investor is (i) acquiring the Securities Common Stock in the ordinary course of business for its own account and not with a view towards, or for resale in connection with, the public sale or distribution thereof, except pursuant to sales registered under the Securities Act or under an exemption from such registration and in compliance with applicable federal and state securities laws, and such the Investor does not have a present arrangement to effect any distribution of the Securities to or through any person or entity; provided, however, that by making the representations herein, such the Investor does not agree to hold any of the Securities for any minimum or other specific term and reserves the right to dispose of the Securities at any time in accordance with or pursuant to a registration statement or an exemption under the Securities Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Firstcity Financial Corp)

No Public Sale or Distribution. Such Investor is (i) acquiring the Securities in the ordinary course of business for its own account and not with a view towards, or for resale in connection with, the public sale or distribution thereof, except pursuant to sales registered under the Securities Act or under an exemption from such registration and in compliance with applicable federal and state securities laws, and such Investor does not have a present arrangement to effect any distribution of the Securities to or through any person or entity; provided, however, that by making the representations herein, such Investor does not agree to hold any of the Securities for any minimum or other specific term and reserves the right to dispose of the Securities at any time in accordance with or pursuant to a registration statement or an exemption under the Securities Act.

Appears in 1 contract

Samples: Securities Purchase and Registration Rights Agreement (Four Rivers Bioenergy Inc.)

No Public Sale or Distribution. Such Investor is acquiring the Securities in Common Shares and the ordinary course of business Notes for its own account and not with a view towards, or for resale in connection with, the public sale or distribution thereof, except pursuant to sales registered under the Securities Act or under an exemption from such registration and in compliance with applicable federal and state securities laws, and such Investor does not have a present arrangement to effect any distribution of the Securities to or through any person or entity; provided, however, that by making the representations herein, such Investor does not agree agree, or make any representation or warranty, to hold any of the Securities for any minimum or other specific term and reserves the right to dispose of the Securities at any time in accordance with or pursuant to a registration statement or an exemption from registration under the Securities Act.

Appears in 1 contract

Samples: Securities Purchase and Registration Rights Agreement (Cryoport, Inc.)

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No Public Sale or Distribution. Such Investor is acquiring the Securities in the ordinary course of business Common Shares for its own account and not with a view towards, or for resale in connection with, the public sale or distribution thereof, except pursuant to sales registered under the Securities Act or under an exemption from such registration and in compliance with applicable federal and state securities laws, and such Investor does not have a present arrangement to effect any distribution of the Securities to or through any person or entity; provided, however, that by making the representations herein, such Investor does not agree to hold any of the Securities for any minimum or other specific term and reserves the right to dispose of the Securities at any time in accordance with or pursuant to a registration statement or an exemption under the Securities Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cereplast Inc)

No Public Sale or Distribution. Such Investor is (i) acquiring the Securities Common Shares, in the ordinary course of business for its own account and not with a view towards, or for resale in connection with, the public sale or distribution thereof, except pursuant to sales registered under the Securities Act or under an exemption from such registration and in compliance with applicable federal and state securities laws, and such Investor does not have a present arrangement to effect any distribution of the Securities to or through any person or entity; provided, however, that by making the representations herein, such Investor does not agree to hold any of the Securities for any minimum or other specific term and reserves the right to dispose of the Securities at any time in accordance with or pursuant to a registration statement or an exemption under the Securities ActAct and pursuant to the applicable terms of the Transaction Documents.

Appears in 1 contract

Samples: Securities Purchase Agreement (Alimera Sciences Inc)

No Public Sale or Distribution. Such Investor is acquiring the Securities Shares in the ordinary course of business for its own account and not with a view towards, or for resale in connection with, the public sale or distribution thereof, except pursuant to sales registered under the Securities Act or under an exemption from such registration and in compliance with applicable federal and state securities laws, and such Investor does not have a present arrangement to effect any distribution of the Securities Shares to or through any person or entity; provided, however, that by making the representations herein, such Investor does not agree to hold any of the Securities Shares for any minimum or other specific term and reserves the right to dispose of the Securities Shares at any time in accordance with or pursuant to a registration statement or an exemption under the Securities Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Pioneer Power Solutions, Inc.)

No Public Sale or Distribution. Such Investor is acquiring the Securities Shares in the ordinary course of business business, as principal for its own account for investment purposes only and not with a view towards, to or for resale in connection with, the public sale distributing or distribution reselling such Shares or any part thereof, except pursuant to sales registered under the Securities Act or under an exemption from such registration and in compliance with applicable federal and state securities laws, and such Investor does not have a present arrangement to effect any distribution of the Securities Shares to or through any person Person or entity; provided, however, that by making the representations herein, such Investor does not agree to hold any of the Securities Shares for any minimum or other specific term and reserves the right to dispose of the Securities Shares at any time in accordance with or pursuant to a registration statement or an exemption under the Securities Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Communication Intelligence Corp)

No Public Sale or Distribution. Such Investor is acquiring the Securities Common Shares in the ordinary course of business for its own account and not with a view towards, or for resale in connection with, the public sale or distribution thereof, except pursuant to sales registered under the Securities Act or under an exemption from such registration and in compliance with applicable federal and state securities laws, and such Investor does not have a present arrangement intention to effect any distribution of the Securities to or through any person or entity; provided, however, that by making the representations herein, such Investor does not agree to hold any of the Securities for any minimum or other specific term and reserves the right to dispose of the Securities at any time in accordance with or pursuant to a registration statement or an exemption under the Securities Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (Alseres Pharmaceuticals Inc /De)

No Public Sale or Distribution. Such The Investor is (i) acquiring the Securities in the ordinary course of business for its own account and not with a view towards, or for resale in connection with, the public sale or distribution thereof, except pursuant to sales registered under the Securities Act or under an exemption from such registration and in compliance with applicable federal and state securities laws, and such the Investor does not have a present arrangement to effect any distribution of the Securities to or through any person or entity; provided, however, that by making the representations herein, such the Investor does not agree to hold any of the Securities for any minimum or other specific term and reserves the right to dispose of the Securities at any time in accordance with or pursuant to a registration statement or an exemption under the Securities ActAct and pursuant to the applicable terms of the Transaction Documents.

Appears in 1 contract

Samples: Securities Purchase Agreement (GigOptix, Inc.)

No Public Sale or Distribution. Such Investor is acquiring the Securities Common Shares in the ordinary course of business for its own account and not with a view towards, or for resale in connection with, the public sale or distribution thereof, except pursuant to sales registered under the Securities Act or under an exemption from such registration and in compliance with applicable federal and state securities laws, and such Investor does not have a present arrangement to effect any distribution of the Securities to or through any person or entity; provided, however, that by making the representations herein, such Investor does not agree to hold any of the Securities for any minimum or other specific term and reserves the right to dispose of the Securities at any time in accordance with or pursuant to a registration statement or an exemption under the Securities Act.

Appears in 1 contract

Samples: Securities Purchase and Registration Rights Agreement (Communication Intelligence Corp)

No Public Sale or Distribution. Such Investor is acquiring the Securities in the ordinary course of business for its own account and not with a view towards, or for resale in connection with, the public sale or distribution thereof, except pursuant to sales registered under the Securities Act or under an exemption from such registration and in compliance with applicable federal and state securities laws, and such Investor does not have a present arrangement to effect any distribution of the Securities to or through any person or entityPerson; provided, however, that by making the representations herein, such Investor does not agree to hold any of the Securities for any minimum or other specific term and reserves the right to dispose of the Securities at any time in accordance with or pursuant to a registration statement or an exemption under the Securities Act.

Appears in 1 contract

Samples: Securities Purchase Agreement (EveryWare Global, Inc.)

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