Common use of Restrictions Imposed by the Securities Act Clause in Contracts

Restrictions Imposed by the Securities Act. The securities evidenced by this Purchase Warrant, shall not be transferred unless and until: (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Securities Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to the offer and sale of such securities has been filed by the Company and declared effective by the U.S. Securities and Exchange Commission (the “Commission”) and compliance with applicable state securities law has been established.

Appears in 6 contracts

Samples: Underwriting Agreement (Eyegate Pharmaceuticals Inc), Underwriting Agreement (Eyegate Pharmaceuticals Inc), Underwriting Agreement (Eyegate Pharmaceuticals Inc)

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Restrictions Imposed by the Securities Act. The securities evidenced by this Purchase Warrant, Warrant shall not be transferred unless and until: (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Securities Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to the offer and sale of such securities has been filed by the Company and declared effective by the U.S. Securities and Exchange Commission (the “Commission”) and compliance with applicable state securities law has been established.

Appears in 6 contracts

Samples: Underwriting Agreement (Biocept Inc), Underwriting Agreement (Sensus Healthcare, Inc.), JOINT Corp

Restrictions Imposed by the Securities Act. The securities evidenced by this Purchase Warrant, Warrant shall not be transferred unless and until: (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Securities Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of MintzXxxxxx, LevinAharoni, Cohn, Ferris, Glovsky Xxxxx and Popeo, P.C. Xxxxxxxx & Worcester LLP shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to the offer and sale of such securities has been filed by the Company and declared effective by the U.S. Securities and Exchange Commission (the Commission”) and compliance with applicable state securities law has been established.

Appears in 3 contracts

Samples: Sun BioPharma, Inc., Citius Pharmaceuticals, Inc., Cannabics Pharmaceuticals Inc.

Restrictions Imposed by the Securities Act. The securities evidenced by this Purchase Warrant, Warrant shall not be transferred unless and until: (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Securities Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement registration statement relating to the offer and sale of such securities has been filed by the Company and declared effective by the U.S. Securities and Exchange Commission (the “Commission”) and compliance with applicable state securities law has been established.

Appears in 2 contracts

Samples: S Warrant Agreement (XORTX Therapeutics Inc.), XORTX Therapeutics Inc.

Restrictions Imposed by the Securities Act. The securities evidenced by this Purchase Warrant, Warrant shall not be transferred unless and until: (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Securities Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of MintzXxxxx, LevinXxxxx, CohnXxxx, FerrisXxxxxx, Glovsky Xxxxxxx and Popeo, P.C. shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to the offer and sale of such securities has been filed by the Company and declared effective by the U.S. Securities and Exchange Commission (the “Commission”) and compliance with applicable state securities law has been established.

Appears in 2 contracts

Samples: Biocept Inc, Akers Biosciences, Inc.

Restrictions Imposed by the Securities Act. The securities evidenced by this Purchase Warrant, Warrant shall not be transferred unless and until: (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Securities Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of MintzMxxxx, LevinLxxxx, CohnCxxx, FerrisFxxxxx, Glovsky Gxxxxxx and Popeo, P.C. shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to the offer and sale of such securities has been filed by the Company and declared effective by the U.S. Securities and Exchange Commission (the “Commission”) and compliance with applicable state securities law has been established.

Appears in 2 contracts

Samples: Common Stock Purchase Warrant (JOINT Corp), Common Stock Purchase Warrant (JOINT Corp)

Restrictions Imposed by the Securities Act. The securities evidenced by this Purchase Warrant, Warrant shall not be transferred unless and until: (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Securities Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of MintzZysman, LevinAharoni, Cohn, Ferris, Glovsky Xxxxx and Popeo, P.C. Xxxxxxxx & Worcester LLP shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to the offer and sale of such securities has been filed by the Company and declared effective by the U.S. Securities and Exchange Commission (the “Commission”) and compliance with applicable state securities law has been established.

Appears in 2 contracts

Samples: Common Stock Purchase Warrant (Micronet Enertec Technologies, Inc.), Underwriting Agreement (Recro Pharma, Inc.)

Restrictions Imposed by the Securities Act. The securities evidenced by this Purchase Warrant, Warrant and the Shares issuable upon exercise hereof shall not be transferred unless and until: (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Securities Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of MintzCarmel, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. Mxxxxxx & DxXxxxxx LLP shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to the offer and sale of such securities has been filed by the Company and declared effective by the U.S. Securities and Exchange Commission (the Commission”) and compliance with applicable state securities law has been established.

Appears in 2 contracts

Samples: Long Island Iced Tea Corp., Long Island Iced Tea Corp.

Restrictions Imposed by the Securities Act. The securities evidenced by this Purchase Warrant, Warrant shall not be transferred unless and until: (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Securities Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of MintzZysman, LevinAharoni, Cohn, Ferris, Glovsky Xxxxx and Popeo, P.C. Xxxxxxxx & Worcester LLP shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement a registration statement relating to the offer and sale of such securities has been filed by the Company and declared effective by the U.S. Securities and Exchange Commission (the Commission”) and compliance with applicable state securities law has been established.

Appears in 1 contract

Samples: Underwriting Agreement (Mapi - Pharma LTD)

Restrictions Imposed by the Securities Act. The securities evidenced by this Purchase Warrant, Warrant shall not be transferred unless and until: (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Securities Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of MintzZxxxxx, LevinAharoni, Cohn, Ferris, Glovsky Gxxxx and Popeo, P.C. Sxxxxxxx & Worcester LLP shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement registration statement relating to the offer and sale of such securities has been filed by the Company and declared effective by the U.S. Securities and Exchange Commission (the “Commission”) and compliance with applicable state securities law has been established.

Appears in 1 contract

Samples: AIM ImmunoTech Inc.

Restrictions Imposed by the Securities Act. The securities evidenced by this Purchase Warrant, shall not be transferred unless and until: (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Securities Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. in a form reasonably acceptable to counsel to the Company shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to the offer and sale of such securities the Shares has been filed by the Company and declared effective by the U.S. Securities and Exchange Commission (the “Commission”) and compliance with applicable state securities law has been established.

Appears in 1 contract

Samples: S Warrant Agreement (Sphere 3D Corp)

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Restrictions Imposed by the Securities Act. The securities evidenced by this Purchase Warrant, Warrant shall not be transferred unless and until: (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Securities Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of MintzMxxxx, LevinLxxxx, CohnCxxx, FerrisFxxxxx, Glovsky Gxxxxxx and Popeo, P.C. shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement registration statement relating to the offer and sale of such securities has been filed by the Company and declared effective by the U.S. Securities and Exchange Commission (the “Commission”) and compliance with applicable state securities law has been established.

Appears in 1 contract

Samples: Common Share Purchase Warrant (XORTX Therapeutics Inc.)

Restrictions Imposed by the Securities Act. The securities evidenced by this Purchase Warrant, Holder shall not be transferred transfer the Shares unless and until: (i) the Company has received the opinion of counsel for the Holder that the securities Shares may be transferred pursuant to an exemption from registration under the Securities Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to the offer and sale of such securities the Shares has been filed by the Company and declared effective by the U.S. Securities and Exchange Commission (the “Commission”) and compliance with applicable state securities law has been established.

Appears in 1 contract

Samples: Aldeyra Therapeutics, Inc.

Restrictions Imposed by the Securities Act. The securities evidenced by this Purchase Warrant, Warrant shall not be transferred unless and until: (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Securities Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of MintzMxxxx, LevinLxxxx, CohnCxxx, FerrisFxxxxx, Glovsky Gxxxxxx and Popeo, P.C. shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to the offer and sale of such securities has been filed by the Company and declared effective by the U.S. Securities and Exchange Commission (the Commission”) and compliance with applicable state securities law has been established.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Titan Pharmaceuticals Inc)

Restrictions Imposed by the Securities Act. The securities evidenced by this Purchase Warrant, Warrant shall not be transferred unless and until: (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Securities Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of Mintz, Levin, Cohn, Ferris, Glovsky and PopeoRxxxxxxx Bxxx Lxxxxxxx Gxxxxx Gxxxxxxx & Gxxxx., P.C. shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to the offer and sale of such securities has been filed by the Company and declared effective by the U.S. Securities and Exchange Commission (the “Commission”) and compliance with applicable state securities law has been established.

Appears in 1 contract

Samples: BioLight Life Sciences Ltd.

Restrictions Imposed by the Securities Act. The securities evidenced by this Purchase Warrant, Warrant shall not be transferred unless and until: (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Securities Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of MintzZysman, LevinAharoni, Cohn, Ferris, Glovsky Gxxxx and Popeo, P.C. Sxxxxxxx & Worcester LLP shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement registration statement relating to the offer and sale of such securities has been filed by the Company and declared effective by the U.S. Securities and Exchange Commission (the Commission”) and compliance with applicable state securities law has been established.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (ShiftPixy, Inc.)

Restrictions Imposed by the Securities Act. The securities evidenced by this Purchase Warrant, Warrant shall not be transferred unless and until: (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Securities Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of MintzZysman, LevinAharoni, Cohn, Ferris, Glovsky Gxxxx and Popeo, P.C. Sxxxxxxx & Worcester LLP shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement relating to the offer and sale of such securities has been filed by the Company and declared effective by the U.S. Securities and Exchange Commission (the “Commission”) and compliance with applicable state securities law has been established.

Appears in 1 contract

Samples: Cancer Prevention Pharmaceuticals, Inc.

Restrictions Imposed by the Securities Act. The securities evidenced by this Purchase Warrant, Warrant shall not be transferred unless and until: (i) the Company has received the opinion of counsel for the Holder that the securities may be transferred pursuant to an exemption from registration under the Securities Act and applicable state securities laws, the availability of which is established to the reasonable satisfaction of the Company (the Company hereby agreeing that the opinion of MintzZysman, LevinAharoni, Cohn, Ferris, Glovsky Gxxxx and Popeo, P.C. Sxxxxxxx & Worcester LLP shall be deemed satisfactory evidence of the availability of an exemption), or (ii) a registration statement or a post-effective amendment to the Registration Statement registration statement relating to the offer and sale of such securities has been filed by the Company and declared effective by the U.S. Securities and Exchange Commission (the “Commission”) and compliance with applicable state securities law has been established.

Appears in 1 contract

Samples: Underwriting Agreement (AIM ImmunoTech Inc.)

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