Common use of No Registration Clause in Contracts

No Registration. Assuming the accuracy of the representations and warranties made by, and compliance with the covenants of, the Purchasers in Section B hereof, no registration of the Securities under the Securities Act is required in connection with the offer and sale of the Securities by the Company to the Purchasers as contemplated by this Agreement.

Appears in 13 contracts

Sources: Securities Purchase Agreement (Genelabs Technologies Inc /Ca), Securities Purchase Agreement (Hana Biosciences Inc), Securities Purchase Agreement (Novadel Pharma Inc)

No Registration. Assuming the accuracy of the representations and warranties made by, and compliance with the covenants of, the Purchasers in Section B hereofPurchaser, no registration of the Securities under the Securities Act is required in connection with the offer and sale of the Securities by the Company to the Purchasers Purchaser as contemplated by this Agreement.

Appears in 7 contracts

Sources: Securities Purchase Agreement (Nuo Therapeutics, Inc.), Securities Purchase Agreement (Nuo Therapeutics, Inc.), Securities Purchase Agreement (Nuo Therapeutics, Inc.)

No Registration. Assuming the accuracy of the representations and warranties made by, and compliance with the covenants of, the Purchasers in Section B hereof, and other than as required under this Agreement, no registration of the Securities under the Securities Act is required in connection with the offer and sale of the Securities by the Company to the Purchasers as contemplated by this AgreementPurchasers.

Appears in 4 contracts

Sources: Securities Purchase Agreement (22nd Century Group, Inc.), Securities Purchase Agreement (22nd Century Group, Inc.), Securities Purchase Agreement (22nd Century Group, Inc.)

No Registration. Assuming the accuracy of the Purchaser’s representations and warranties made by, and compliance with the covenants of, the Purchasers set forth in Section B hereof3.2 of this Agreement, no registration of the Securities under the Securities Act is required in connection with for the offer and sale of the Securities Shares by the Company to the Purchasers Purchaser as contemplated by this Agreementhereby.

Appears in 3 contracts

Sources: Stock Purchase Agreement (TEN Holdings, Inc.), Stock Purchase Agreement (CohBar, Inc.), Merger Agreement (CohBar, Inc.)

No Registration. Assuming the accuracy of the representations and warranties made by, and compliance with the covenants of, the Purchasers Purchaser in Section B hereof, no registration of the Securities under the Securities Act is required in connection with the offer and sale of the Securities by the Company to the Purchasers Purchaser as contemplated by this Agreement.

Appears in 3 contracts

Sources: Preferred Stock Purchase Agreement (Voxware Inc), Securities Purchase Agreement (Biodelivery Sciences International Inc), Securities Purchase Agreement (CDC Iv LLC)

No Registration. Assuming the accuracy of the Purchasers’ representations and warranties made by, and compliance with the covenants of, the Purchasers set forth in Section B hereof3.2 of this Agreement, no registration of the Securities under the Securities Act is required in connection with for the offer and sale of the Securities Shares by the Company to the Purchasers as contemplated by this Agreementhereby.

Appears in 3 contracts

Sources: Stock Purchase Agreement (Catabasis Pharmaceuticals Inc), Merger Agreement (Novus Therapeutics, Inc.), Stock Purchase Agreement (Novus Therapeutics, Inc.)

No Registration. Assuming the accuracy of the representations and warranties made by, and compliance with the covenants of, the Purchasers in Section B hereofherein, no registration of the Securities under the Securities Act is required in connection with the offer and sale of the Securities by the Company to the Purchasers as contemplated by this Agreement.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Chindex International Inc), Securities Purchase Agreement (Chindex International Inc)

No Registration. Assuming the accuracy of the representations and warranties made by, and compliance with the covenants of, the Purchasers in Section B hereof, no registration of the Securities Shares under the Securities Act is required in connection with the offer and sale of the Securities Shares by the Company to the Purchasers as contemplated by this Agreement.

Appears in 2 contracts

Sources: Common Stock Purchase Agreement (Voxware Inc), Common Stock Purchase Agreement (Voxware Inc)

No Registration. Assuming the accuracy of the representations and warranties made by, and compliance with the covenants of, the Purchasers in Section B Article 2 hereof, no registration of the Securities Shares and Warrants under the Securities Act is required in connection with the offer and sale of the Securities Shares and Warrants by the Company to the Purchasers as contemplated by this the Agreement.

Appears in 1 contract

Sources: Securities Purchase Agreement (Cypress Bioscience Inc)

No Registration. Assuming the accuracy of the representations and warranties made by, and compliance with the covenants of, the Purchasers in Section B hereofPurchasers, no registration of the Securities under the Securities Act is required in connection with the offer and sale of the Securities by the Company to the Purchasers as contemplated by this Agreement.

Appears in 1 contract

Sources: Securities Purchase Agreement (Nuo Therapeutics, Inc.)

No Registration. Assuming the accuracy of the representations and warranties made by, and compliance with the covenants of, the Purchasers in Section B hereofhereof (including but not limited to the Subscription Agreement) and as otherwise required under this Agreement, no registration of the Securities under the Securities Act is required in connection with the offer and sale of the Securities by the Company to the Purchasers as contemplated by this AgreementPurchasers.

Appears in 1 contract

Sources: Securities Purchase Agreement

No Registration. Assuming the accuracy of the representations and warranties made by, and compliance with the covenants of, the Purchasers in Section B hereof, no registration of the Securities under the Securities Act (other than as contemplated by Section E hereof) is required in connection with the offer and sale of the Securities by the Company to the Purchasers as contemplated by this Agreement.

Appears in 1 contract

Sources: Securities Purchase Agreement (Vermillion, Inc.)

No Registration. Assuming the accuracy of the representations and warranties made by, and compliance with by the covenants of, the Purchasers in Section B hereofPurchaser, no registration of the Securities under the Securities Act is required in connection with the offer and sale of the Securities by the Company to the Purchasers Purchaser as contemplated by this Agreement, except as otherwise disclosed to the Purchaser in writing.

Appears in 1 contract

Sources: Common Stock and Warrant Purchase Agreement (Nuo Therapeutics, Inc.)

No Registration. Assuming the accuracy of the representations and warranties made by, and compliance with the covenants of, the Purchasers in Section B C hereof, no registration of the Securities under the Securities Act is required in connection with the offer and sale of the Securities by the Company to the Purchasers as contemplated by this Agreement.

Appears in 1 contract

Sources: Securities Purchase Agreement (Novadel Pharma Inc)

No Registration. Assuming Subject to the accuracy of the representations and warranties made by, and compliance with the covenants of, the Purchasers in Section B hereof, no registration of the Securities under the Securities Act is required in connection with the offer and sale of the Securities by the Company to the Purchasers as contemplated by pursuant to this Agreement.

Appears in 1 contract

Sources: Securities Purchase Agreement (Datatrak International Inc)

No Registration. Assuming the accuracy of the representations and warranties made by, and compliance with the covenants of, the Purchasers Purchaser in Section B 4 hereof, no registration of the Securities Shares under the Securities Act is required in connection with the offer and sale of the Securities Shares by the Company to the Purchasers Purchaser as contemplated by this Agreement.

Appears in 1 contract

Sources: Share Purchase Agreement (Ciphergen Biosystems Inc)

No Registration. Assuming the accuracy of the representations and warranties made by, and compliance with the covenants of, the Purchasers in Section B 4 hereof, no registration of the Securities under the Securities Act is required in connection with the offer and sale of the Securities by the Company to the Purchasers as contemplated by this Agreement.

Appears in 1 contract

Sources: Securities Purchase Agreement (Hana Biosciences Inc)

No Registration. Assuming the accuracy of the representations and warranties made by, and compliance with the covenants of, the Purchasers in Section B Article III hereof, no registration of the Securities under the Securities Act of 1933, as amended (the "Securities Act") is required in connection with the offer and sale of the Securities by the Company to the Purchasers as contemplated by this Agreement.

Appears in 1 contract

Sources: Securities Purchase Agreement (Iris International Inc)

No Registration. Assuming the accuracy of the representations and warranties made by, and compliance with the covenants of, the Purchasers in Section B hereofPurchasers, no registration of the Securities under the Securities Act (other than as contemplated by Section E hereof) is required in connection with the offer and sale of the Securities by the Company to the Purchasers as contemplated by this Agreement.

Appears in 1 contract

Sources: Securities Purchase Agreement (Vermillion, Inc.)

No Registration. Assuming the accuracy of the representations and warranties made by, and compliance with the covenants of, the Purchasers in Section B hereof, no registration of the Securities under the Securities Act is required in connection with the offer and sale of the Securities by the Company to the Purchasers as contemplated by this AgreementPurchasers.

Appears in 1 contract

Sources: Securities Purchase Agreement (Lumera Corp)

No Registration. Assuming the accuracy of the representations and warranties made by, and compliance with the covenants of, the Purchasers in Section B hereof, no registration of the Securities under the Securities Act is required in connection with the offer and sale of the Securities Notes by the Company to the Purchasers as contemplated by this Agreementor the issuance of the Shares upon conversion of the Notes.

Appears in 1 contract

Sources: Securities Purchase Agreement (Third Wave Technologies Inc /Wi)