Common use of Securities Sold Pursuant to this Agreement Clause in Contracts

Securities Sold Pursuant to this Agreement. The Public Securities have been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the ADSs comprising the Public Securities will be entitled to the benefits of the Deposit Agreement; the Public Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus; and all corporate action required to be taken for the authorization, issuance and sale of the Public Securities has been duly and validly taken. The Public Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Disclosure Package and the Prospectus.

Appears in 9 contracts

Samples: Securities Purchase Agreement (Nano Dimension Ltd.), Securities Purchase Agreement (Nano Dimension Ltd.), Securities Purchase Agreement (Nano Dimension Ltd.)

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Securities Sold Pursuant to this Agreement. The Public Securities and Representative’s Securities have been duly authorized for issuance and sale and, when issued and paid forfor pursuant to the terms of this Agreement, and the Representative’s Warrant for the Representative’s Securities, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the ADSs comprising the Public Securities will be entitled to the benefits of the Deposit Agreement; the Public and Representative’s Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company except as disclosed in the Registration Statement, the Disclosure Package and the ProspectusCompany; and all corporate action required to be taken for the authorization, issuance and sale of the Public Securities and Representative’s Securities has been duly and validly taken. The Public Securities and Representative’s Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 5 contracts

Samples: Underwriting Agreement (Strong Global Entertainment, Inc), Underwriting Agreement (Strong Global Entertainment, Inc.), Underwriting Agreement (FG Group Holdings Inc.)

Securities Sold Pursuant to this Agreement. The Public Securities and the Ordinary Shares to be issued upon exercise Representative’s Warrants have been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, issued as fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the ADSs comprising the Public Securities will be entitled to the benefits of the Deposit Agreement; the Public and Representative’s Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company except as disclosed in the Registration Statement, the Disclosure Package and the ProspectusCompany; and all corporate action required to be taken for the authorization, issuance and sale of the Public Securities and Representative’s Securities has been duly and validly taken. The Public Securities and Representativ’s Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 2 contracts

Samples: Underwriting Agreement (Skillful Craftsman Education Technology LTD), Underwriting Agreement (Skillful Craftsman Education Technology LTD)

Securities Sold Pursuant to this Agreement. The Public Securities have been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the ADSs comprising the Public Securities and underlying the Warrants will be entitled to the benefits of the Deposit Agreement; the Public Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus; and all corporate action required to be taken for the authorization, issuance and sale of the Public Securities has been duly and validly taken. The Public Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Disclosure Package and the Prospectus.

Appears in 2 contracts

Samples: Underwriting Agreement (Nano Dimension Ltd.), Underwriting Agreement (Nano Dimension Ltd.)

Securities Sold Pursuant to this Agreement. The Public Securities have been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the ADSs comprising the Public Securities and underlying the Representative’s Warrant will be entitled to the benefits of the Deposit Agreement; the Public Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus; and all corporate action required to be taken for the authorization, issuance and sale of the Public Securities has been duly and validly taken. The Public Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Disclosure Package and the Prospectus.

Appears in 2 contracts

Samples: Underwriting Agreement (Nano Dimension Ltd.), Underwriting Agreement (Nano Dimension Ltd.)

Securities Sold Pursuant to this Agreement. The Public Securities and Representative's Securities have been duly authorized for issuance and sale and, when issued and paid forfor pursuant to the terms of this Agreement and the Representative's Warrant Agreement, as applicable, the shares of Common Stock underlying the Representative's Warrants will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the ADSs comprising the Public Securities will be entitled to the benefits of the Deposit Agreement; the Public and Representative's Securities are not and will not be subject to the preemptive rights, rights of first refusal or right of participation of any holders of any security of the Company or similar contractual rights granted by the Company except as disclosed in the Registration Statement, the Disclosure Package and the ProspectusCompany; and all corporate action required to be taken for the authorization, issuance and sale of the Public Securities and Representative's Securities has been duly and validly taken. The Public Securities and Representative's Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (ImmunoPrecise Antibodies Ltd.)

Securities Sold Pursuant to this Agreement. The Public Securities have been duly authorized for issuance and sale and, when issued and paid forfor as set forth herein, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the ADSs comprising the Public Securities will be entitled to the benefits of the Deposit Agreement; the Public Securities are not and will not be subject to the preemptive rights of any holders holder of any security of the Company or similar contractual rights granted by the Company Company, except as disclosed for holders who have expressly waived such rights in writing or who have been given timely and proper written notice and have failed to exercise such rights within the Registration Statement, time or times required under the Disclosure Package terms and the Prospectusconditions of such right; and all corporate action required to be taken for the authorization, issuance and sale of the Public Securities has been duly and validly taken. The Public Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Synthetic Biologics, Inc.)

Securities Sold Pursuant to this Agreement. The Public Securities and Representative’s Securities have been duly authorized for issuance and sale and, when issued and paid forfor pursuant to the terms of this Agreement and the Representative’s Warrant Agreement, as applicable, the shares of Common Stock underlying the Representative’s Warrants will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the ADSs comprising the Public Securities will be entitled to the benefits of the Deposit Agreement; the Public and Representative’s Securities are not and will not be subject to the preemptive rights, rights of first refusal or right of participation of any holders of any security of the Company or similar contractual rights granted by the Company except as disclosed in the Registration Statement, the Disclosure Package and the ProspectusCompany; and all corporate action required to be taken for the authorization, issuance and sale of the Public Securities and Representative’s Securities has been duly and validly taken. The Public Securities and Representative’s Securities conform in all material respects to all statements with respect thereto contained in the Registration StatementSEC Reports, the Pricing Disclosure Package and the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (KULR Technology Group, Inc.)

Securities Sold Pursuant to this Agreement. The Public Securities have been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, fully paid paid, rank equally with the existing Shares on issue, and non-assessablethe Purchasers of the Public Securities will acquire good marketable title to the Public Securities, free and clear of any pledge, lien, encumbrance, security interest, claim or equity; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the ADSs comprising the Public Securities will be entitled to the benefits of the Deposit Agreement; the Public Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company except as disclosed in the Registration Statement, the Disclosure Package and the ProspectusCompany; and all corporate action required to be taken for the authorization, issuance and sale of the Public Securities has been or will prior to issue be duly and validly taken. The Public Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Disclosure Package and the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Mission NewEnergy LTD)

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Securities Sold Pursuant to this Agreement. The Public Securities and the Representative’s Securities have been duly authorized for issuance and sale and, when issued and paid forfor in accordance with the terms of this Agreement, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the ADSs comprising the Public Securities will be entitled to the benefits of the Deposit Agreement; the Public and Representative’s Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company except as disclosed in the Registration Statement, the Disclosure Package and the ProspectusCompany; and all corporate action required to be taken for the authorization, issuance and sale of the Public Securities and Representative’s Securities has been duly and validly taken. The Public Securities and Representative’s Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Bionik Laboratories Corp.)

Securities Sold Pursuant to this Agreement. The Public Securities and have been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, fully paid paid, and non-non- assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the ADSs comprising the Public Securities will be entitled to the benefits of the Deposit Agreement; the Public Securities are not and will not be subject to the free from all preemptive rights of any holders of any security of the Company Company, or similar contractual rights granted by the Company except as disclosed in the Registration Statement, the Disclosure Package and the ProspectusCompany; and all corporate action required to be taken for the authorization, issuance issuance, and sale of the Public Securities has been duly and validly taken. The Warrants, when issued and paid for pursuant to this Agreement and the Warrant Agent Agreement (as defined below), will constitute valid and binding obligations of the Company to issue and sell, upon exercise thereof and payment therefor, the Warrant Shares. The Public Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing Disclosure Package Package, and the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Treasure Global Inc)

Securities Sold Pursuant to this Agreement. The Public Securities and have been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, fully paid paid, and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the ADSs comprising the Public Securities will be entitled to the benefits of the Deposit Agreement; the Public Securities are not and will not be subject to the free from all preemptive rights of any holders of any security of the Company Company, or similar contractual rights granted by the Company except as disclosed in the Registration Statement, the Disclosure Package and the ProspectusCompany; and all corporate action required to be taken for the authorization, issuance issuance, and sale of the Public Securities has been duly and validly taken. The Warrants, when issued and paid for pursuant to this Agreement and the Warrant Agent Agreement (as defined below), will constitute valid and binding obligations of the Company to issue and sell, upon exercise thereof and payment therefor, the Warrant Shares. The Public Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing Disclosure Package Package, and the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Treasure Global Inc)

Securities Sold Pursuant to this Agreement. The Public Securities and Representative’s Securities have been duly authorized for issuance and sale and, when issued and paid forfor pursuant to the terms of this Agreement, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the ADSs comprising the Public Securities will be entitled to the benefits of the Deposit Agreement; the Public and Representative’s Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company except as disclosed in the Registration Statement, the Disclosure Package and the ProspectusCompany; and all corporate action required to be taken for the authorization, issuance and sale of the Public Securities and Representative’s Securities has been duly and validly taken. The Public Securities and Representative’s Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Lantern Pharma Inc.)

Securities Sold Pursuant to this Agreement. The Public Securities, Conversion Shares, Warrant Shares and Placement Agent’s Securities have been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, fully paid and non-assessable; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the ADSs comprising the Public Securities will be entitled to the benefits of the Deposit Agreement; the Public Securities, Conversion Shares, Warrant Shares and Placement Agent’s Securities are not and will not be subject to the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company except as disclosed in the Registration Statement, the Disclosure Package and the ProspectusCompany; and all corporate action required to be taken for the authorization, issuance and sale of the Public Securities, Conversion Shares, Warrant Shares and Placement Agent’s Securities has been duly and validly taken. The Public Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Disclosure Package and the Prospectus.

Appears in 1 contract

Samples: Placement Agency Agreement (InspireMD, Inc.)

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