Common use of Permitted Free Writing Prospectuses Clause in Contracts

Permitted Free Writing Prospectuses. Each of the Company and the Agent represents, warrants and agrees that, unless it obtains the prior written consent of the other party, which consent shall not be unreasonably withheld, conditioned or delayed, it has not made and will not make any offer relating to the Placement Shares that would constitute an issuer free writing prospectus, or that would otherwise constitute a free writing prospectus (as defined in Rule 405), required to be filed with the Commission. Any such free writing prospectus consented to by the Agent or by the Company, as the case may be, is hereinafter referred to as a “

Appears in 73 contracts

Samples: Sales Agreement (Pharvaris N.V.), Sales Agreement (Schrodinger, Inc.), Sales Agreement (Schrodinger, Inc.)

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Permitted Free Writing Prospectuses. Each The Company represents, warrants and agrees that, unless it obtains the prior consent of the Company Agent, and the Agent represents, warrants and agrees that, unless it obtains the prior written consent of the other party, which consent shall not be unreasonably withheld, conditioned or delayedCompany, it has not made and will not make any offer relating to the Placement Shares that would constitute an issuer free writing prospectusIssuer Free Writing Prospectus, or that would otherwise constitute a free writing prospectus (prospectus,” as defined in Rule 405), required to be filed with the Commission. Any such free writing prospectus consented to by the Agent or by the Company, as the case may be, is hereinafter referred to as a “

Appears in 6 contracts

Samples: Sales Agreement (Durect Corp), Sales Agreement (Onconova Therapeutics, Inc.), Durect Corporation (Durect Corp)

Permitted Free Writing Prospectuses. Each of the Company and the Agent represents, warrants and agrees that, unless it obtains the prior written consent of the other party, which consent shall not be unreasonably withheld, conditioned or delayed, it has not made and will not make any offer relating to the Placement Shares ADSs that would constitute an issuer free writing prospectus, or that would otherwise constitute a free writing prospectus (as defined in Rule 405), required to be filed with the Commission. Any such free writing prospectus consented to by the Agent or by the Company, as the case may be, is hereinafter referred to as a “

Appears in 3 contracts

Samples: Sales Agreement (Adagene Inc.), Sales Agreement (Itamar Medical Ltd.), Sales Agreement (RedHill Biopharma Ltd.)

Permitted Free Writing Prospectuses. Each The Company represents, warrants and agrees that, unless it obtains the prior written consent of each of the Company Agents, and each of the Agent Agents represents, warrants and agrees that, unless it obtains the prior written consent of the Company and the other party, which consent shall not be unreasonably withheld, conditioned or delayedAgent, it has not made and will not make any offer relating to the Placement Shares that would constitute an issuer free writing prospectusIssuer Free Writing Prospectus, or that would otherwise constitute a free writing prospectus (prospectus,” as defined in Rule 405), required to be filed with the Commission. Any such free writing prospectus consented to by the Agent Agents or by the Company, as the case may be, is hereinafter referred to as a “

Appears in 2 contracts

Samples: Sales Agreement (Athira Pharma, Inc.), Sales Agreement (Crinetics Pharmaceuticals, Inc.)

Permitted Free Writing Prospectuses. Each of the Company and the each Agent represents, warrants and agrees that, unless it obtains the prior written consent of the other party, which consent shall not be unreasonably withheld, conditioned or delayed, it has not made and will not make any offer relating to the Placement Shares that would constitute an issuer free writing prospectus, or that would otherwise constitute a free writing prospectus (as defined in Rule 405), required to be filed with the Commission. Any such free writing prospectus consented to by the Agent Agents or by the Company, as the case may be, is hereinafter referred to as a “

Appears in 2 contracts

Samples: Sales Agreement (Dare Bioscience, Inc.), Sales Agreement (Chinook Therapeutics, Inc.)

Permitted Free Writing Prospectuses. Each The Company and each of the Company and the Agent Agents represents, warrants and agrees that, unless it obtains the prior written consent of the other party, which consent shall not be unreasonably withheld, conditioned or delayed, it has not made and will not make any offer relating to the Placement Shares that would constitute an issuer free writing prospectus, or that would otherwise constitute a free writing prospectus (as defined in Rule 405), required to be filed with the Commission. Any such free writing prospectus consented to by the Agent Agents or by the Company, as the case may be, is hereinafter referred to as a “

Appears in 2 contracts

Samples: Sales Agreement (Applied Molecular Transport Inc.), Sales Agreement (89bio, Inc.)

Permitted Free Writing Prospectuses. Each The Company represents, warrants and agrees that, unless it obtains the prior written consent of each of the Company Agents, and each of the Agent Agents represents, warrants and agrees that, unless it obtains the prior written consent of the Company and the other party, which consent shall not be unreasonably withheld, conditioned or delayedAgents, it has not made and will not make any offer relating to the Placement Shares that would constitute an issuer free writing prospectusIssuer Free Writing Prospectus, or that would otherwise constitute a free writing prospectus (prospectus,” as defined in Rule 405), required to be filed with the Commission. Any such free writing prospectus consented to by the Agent Agents or by the Company, as the case may be, is hereinafter referred to as a “

Appears in 2 contracts

Samples: Sales Agreement (Spectrum Pharmaceuticals Inc), Sales Agreement (Spectrum Pharmaceuticals Inc)

Permitted Free Writing Prospectuses. Each of the (i) The Company and the Agent represents, warrants represents and agrees thatthat it has not made and, unless it obtains the prior written consent of the other partySales Agent, which consent shall not be unreasonably withheldmake, conditioned or delayed, it has not made and will not make any offer relating to the Placement Shares that would constitute an issuer a "free writing prospectus, or that would otherwise constitute a free writing prospectus (" as defined in Rule 405)405 of the Rules and Regulations, which is required to be filed with retained by the CommissionCompany under Rule 433 of the Rules and Regulations; provided that the prior written consent of the Sales Agent hereto shall be deemed to have been given in respect of each of the free writing prospectuses set forth in Schedule 2 hereto. Any such free writing prospectus consented to by the Sales Agent or by the Company, as the case may be, is hereinafter herein referred to as a "

Appears in 2 contracts

Samples: Terms Agreement (FSD Pharma Inc.), Terms Agreement (FSD Pharma Inc.)

Permitted Free Writing Prospectuses. Each of the Company and the Agent represents, warrants and agrees that, unless it obtains the prior written consent of the other party, which consent shall not be unreasonably withheld, conditioned or delayed, it has not made and will not make any offer relating to the Placement Shares that would constitute an issuer free writing prospectus, or that would otherwise constitute a free writing prospectus (as defined in Rule 405), required to be filed with the Commission. Any such free writing prospectus consented to by the Agent Agents or by the Company, as the case may be, is hereinafter referred to as a “

Appears in 2 contracts

Samples: Sales Agreement (Provention Bio, Inc.), Sales Agreement (Provention Bio, Inc.)

Permitted Free Writing Prospectuses. Each The Company represents, warrants and agrees that, unless it obtains the prior written consent of the Company Agent (which consent shall not be unreasonably withheld, conditioned or delayed), and the Agent represents, warrants and agrees that, unless it obtains the prior written consent of the other party, which consent shall not be unreasonably withheld, conditioned or delayedCompany, it has not made and will not make any offer relating to the Placement Shares that would constitute an issuer free writing prospectusIssuer Free Writing Prospectus, or that would otherwise constitute a free writing prospectus (prospectus,” as defined in Rule 405), required to be filed with the Commission. Any such free writing prospectus consented to by the Agent or by the Company, as the case may be, is hereinafter referred to as a “

Appears in 2 contracts

Samples: Lyra Therapeutics, Inc., Lyra Therapeutics, Inc.

Permitted Free Writing Prospectuses. Each of the Company and the Agent representsAgents represent, warrants and agrees that, unless it obtains the prior written consent of the other party, which consent shall not be unreasonably withheld, conditioned or delayed, it has not made and will not make any offer relating to the Placement Shares that would constitute an issuer free writing prospectus, or that would otherwise constitute a free writing prospectus (as defined in Rule 405), required to be filed with the Commission. Any such free writing prospectus consented to by the Agent Agents or by the Company, as the case may be, is hereinafter referred to as a “

Appears in 1 contract

Samples: Sales Agreement (Vaxart, Inc.)

Permitted Free Writing Prospectuses. Each of the Company and the Agent Agents represents, warrants and agrees that, unless it obtains the prior written consent of the other party, which consent shall not be unreasonably withheld, conditioned or delayed, it has not made and will not make any offer relating to the Placement Shares ADSs that would constitute an issuer free writing prospectus, or that would otherwise constitute a free writing prospectus (as defined in Rule 405), required to be filed with the Commission. Any such free writing prospectus consented to by the Agent Agents or by the Company, as the case may be, is hereinafter referred to as a “

Appears in 1 contract

Samples: Sales Agreement (RedHill Biopharma Ltd.)

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Permitted Free Writing Prospectuses. Each The Company represents, warrants and agrees that, unless it obtains the prior written consent of the Company Agent, and the Agent represents, warrants and agrees that, unless it obtains the prior written consent of the other party, which consent shall not be unreasonably withheld, conditioned or delayedCompany, it has not made and will not make any offer relating to the Placement Shares that would constitute an issuer free writing prospectusIssuer Free Writing Prospectus, or that would otherwise constitute a free writing prospectus (prospectus,” as defined in Rule 405), required to be filed with the Commission. Any such free writing prospectus consented to by the Agent or by the Company, as the case may be, is hereinafter referred to as a “

Appears in 1 contract

Samples: Sales Agreement (Neon Therapeutics, Inc.)

Permitted Free Writing Prospectuses. Each The Company represents, warrants and agrees that, unless it obtains the prior consent of the Company Agent, and the Agent represents, warrants and agrees that, unless it obtains the prior written consent of the other party, which consent shall not be unreasonably withheld, conditioned or delayedCompany, it has not made and will not make any offer relating to the Placement Shares that would constitute an issuer free writing prospectusIssuer Free Writing Prospectus, or that would otherwise constitute a free writing prospectus (prospectus,” as defined in Rule 405), required to be filed with the Commission. Any such free writing prospectus consented to by the Agent or by the Company, as the case may be, is hereinafter referred to as a “Permitted Free Writing

Appears in 1 contract

Samples: Global Ship Lease, Inc.

Permitted Free Writing Prospectuses. Each The Company represents, warrants and agrees that, unless it obtains the prior written consent of the Company Agents, and the each Agent represents, warrants and agrees that, unless it obtains the prior written consent of the other party, which consent shall not be unreasonably withheld, conditioned or delayedCompany, it has not made and will not make any offer relating to the Placement Shares that would constitute an issuer free writing prospectusIssuer Free Writing Prospectus, or that would otherwise constitute a free writing prospectus (prospectus,” as defined in Rule 405), required to be filed with the Commission. Any such free writing prospectus consented to by the Agent or by the Company, as the case may be, is hereinafter referred to as a “

Appears in 1 contract

Samples: Sales Agreement (Arcturus Therapeutics Holdings Inc.)

Permitted Free Writing Prospectuses. Each The Company represents, warrants and agrees that, unless it obtains the prior consent of the Company Agent, and the Agent represents, warrants and agrees that, unless it obtains the prior written consent of the other party, which consent shall not be unreasonably withheld, conditioned or delayedCompany, it has not made and will not make any offer relating to the Placement Shares that would constitute an issuer free writing prospectusIssuer Free Writing Prospectus, or that would otherwise constitute a free writing prospectus (prospectus,” as defined in Rule 405), required to be filed with the Commission. Any such free writing prospectus consented to by the Agent or by the Company, as the case may be, is hereinafter referred to as a “hereinafter

Appears in 1 contract

Samples: Physicians Realty Trust

Permitted Free Writing Prospectuses. Each The Company represents, warrants and agrees that, unless it obtains the prior consent of the Company Agent, which consent shall not be unreasonably withheld, conditioned or delayed, and the Agent represents, warrants and agrees that, unless it obtains the prior written consent of the other party, which consent shall not be unreasonably withheld, conditioned or delayedCompany, it has not made and will not make any offer relating to the Placement Shares that would constitute an issuer free writing prospectusIssuer Free Writing Prospectus, or that would otherwise constitute a free writing prospectus (prospectus,” as defined in Rule 405), required to be filed with the Commission. Any such free writing prospectus consented to by the Agent or by the Company, as the case may be, is hereinafter referred to as a “

Appears in 1 contract

Samples: Onconova Therapeutics, Inc.

Permitted Free Writing Prospectuses. Each The Company represents, warrants and agrees that, unless it obtains the prior consent of the Company Placement Agent, and the Placement Agent represents, warrants and agrees that, unless it obtains the prior written consent of the other party, which consent shall not be unreasonably withheld, conditioned or delayedCompany, it has not made and will not make any offer relating to the Placement Shares Securities that would constitute an issuer free writing prospectusIssuer Free Writing Prospectus, or that would otherwise constitute a free writing prospectus (prospectus,” as defined in Rule 405)405 under the Securities Act, required to be filed with the Commission. Any such free writing prospectus consented to by the Placement Agent or by the Company, as the case may be, is hereinafter referred to as a “

Appears in 1 contract

Samples: Equity Distribution Agreement (CYS Investments, Inc.)

Permitted Free Writing Prospectuses. Each of the Company and the Agent represents, warrants and agrees that, unless it obtains the prior written consent of the other party, which consent shall not be unreasonably withheld, conditioned or delayed, it has not made and will not make any offer relating to the Placement Shares that would constitute an issuer free writing prospectusIssuer Free Writing Prospectus, or that would otherwise constitute a free writing prospectus (as defined in Rule 405), required to be filed with the Commission. Any such free writing prospectus consented to by the Agent or and by the Company, as the case may be, is hereinafter referred to as a “

Appears in 1 contract

Samples: Sales Agreement (Medicenna Therapeutics Corp.)

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