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

Securities Sold Pursuant to this Agreement. The Shares 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 Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Shares has been duly and validly taken. The Shares 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 12 contracts

Samples: Underwriting Agreement (Pheton Holdings LTD), Underwriting Agreement (CaliberCos Inc.), Underwriting Agreement (CaliberCos Inc.)

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Securities Sold Pursuant to this Agreement. The Shares Securities have been duly authorized and reserved for issuance and sale and, when issued and paid forfor in accordance with 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 Shares 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; and all corporate action actions required to be taken for the authorization, issuance and sale of the Shares has Securities have been duly and validly taken. The Shares Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing Disclosure Package Preliminary Prospectus and the Prospectus, as the case may be.

Appears in 8 contracts

Samples: Underwriting Agreement (Good Works Acquisition Corp.), Underwriting Agreement (Good Works Acquisition Corp.), Underwriting Agreement (TradeUP Acquisition Corp.)

Securities Sold Pursuant to this Agreement. The Shares 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 Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Shares has been duly and validly taken; such Ordinary Shares will be validly issued, fully paid and non-assessable. The Shares 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 7 contracts

Samples: Underwriting Agreement (Garden Stage LTD), Underwriting Agreement (CBL International LTD), Underwriting Agreement (CBL International LTD)

Securities Sold Pursuant to this Agreement. The Shares have been duly authorized for issuance and sale and, when issued and paid for, will be validly issued, issued and fully paid and non-assessablepaid; the holders thereof are not and will not be subject to personal liability by reason of being such holders; the Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Shares has been duly and validly taken. The Shares 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 7 contracts

Samples: Underwriting Agreement (Primech Holdings LTD), Underwriting Agreement (Primech Holdings LTD), Underwriting Agreement (Primech Holdings LTD)

Securities Sold Pursuant to this Agreement. The Placement Shares 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 Placement Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Shares Securities has been duly and validly taken. The Placement Shares 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 6 contracts

Samples: Underwriting Agreement (Fuling Global Inc.), Placement Agreement (Tantech Holdings LTD), Placement Agreement (Tantech Holdings LTD)

Securities Sold Pursuant to this Agreement. The Shares 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 Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Shares Securities has been duly and validly taken. The Shares 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 6 contracts

Samples: Underwriting Agreement (Inpixon), Underwriting Agreement (Inpixon), Underwriting Agreement (Synalloy Corp)

Securities Sold Pursuant to this Agreement. The Shares 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 Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Shares Securities has been duly and validly taken. The Shares ; the 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 3 contracts

Samples: Underwriting Agreement (Lead Real Estate Co., LTD), Underwriting Agreement (Lead Real Estate Co., LTD), Underwriting Agreement (Lead Real Estate Co., LTD)

Securities Sold Pursuant to this Agreement. The Shares 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 Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Shares Securities has been duly and validly taken. The Shares form of certificates for the Securities conform to the corporate law of the jurisdiction of the Company’s incorporation. The Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing Disclosure Package Sale Preliminary Prospectus and the Prospectus.

Appears in 3 contracts

Samples: Underwriting Agreement (57th Street General Acquisition Corp), Underwriting Agreement (57th Street General Acquisition Corp), Underwriting Agreement (57th Street General Acquisition Corp)

Securities Sold Pursuant to this Agreement. The Firm Shares and Option Shares 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 Firm Shares and Option Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Firm Shares and Option Shares has been duly and validly taken. The Shares 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 (Insurance Income Strategies Ltd.), Underwriting Agreement (Insurance Income Strategies Ltd.)

Securities Sold Pursuant to this Agreement. The Shares 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 Shares 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 CompanyCompany (except for any such rights that have been waived); and all corporate action required to be taken for the authorization, issuance and sale of the Shares has been duly and validly taken. The Shares 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 (PetroShare Corp.), Underwriting Agreement (PetroShare Corp.)

Securities Sold Pursuant to this Agreement. The Firm Shares 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 Firm Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Shares Securities has been duly and validly taken. The Firm Shares 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 (Tantech Holdings LTD), Underwriting Agreement (Tantech Holdings LTD)

Securities Sold Pursuant to this Agreement. The Shares Securities have been duly authorized and reserved for issuance and sale and, when issued and paid forfor in accordance with 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 Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Shares Securities has been duly and validly taken. The Shares Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing Disclosure Package Statement and the Prospectus, as the case may be.

Appears in 2 contracts

Samples: Underwriting Agreement (Long Island Iced Tea Corp.), Selling Agent Agreement (Long Island Iced Tea Corp.)

Securities Sold Pursuant to this Agreement. The Shares 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 Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Shares Securities has been duly and validly taken. The Shares Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing Disclosure Package Statement and the Prospectus.

Appears in 2 contracts

Samples: Equity Distribution Agreement (Synalloy Corp), Equity Distribution Agreement (Synalloy Corp)

Securities Sold Pursuant to this Agreement. The Shares 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 Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Shares has been duly and validly taken. The Shares conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing General Disclosure Package and the Prospectus.

Appears in 2 contracts

Samples: Equity Distribution Agreement (xG TECHNOLOGY, INC.), Equity Distribution Agreement (Ion Geophysical Corp)

Securities Sold Pursuant to this Agreement. The Shares 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 Shares 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 otherwise waived by such holders; and all corporate action required to be taken for the authorization, issuance and sale of the Shares has been duly and validly taken. The Shares 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: Placement Agency Agreement (Oramed Pharmaceuticals Inc.), Placement Agency Agreement (Oramed Pharmaceuticals Inc.)

Securities Sold Pursuant to this Agreement. The Shares 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 Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Shares has been duly and validly taken. The Shares conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing Disclosure Package SEC Reports and the ProspectusProspectus Supplement.

Appears in 2 contracts

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

Securities Sold Pursuant to this Agreement. The Firm Shares 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 Firm Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Firm Shares has been duly and validly taken. The Firm Shares conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing Disclosure Package Time of Sale Information and the Prospectus.

Appears in 2 contracts

Samples: Underwriting Agreement (BitNile Holdings, Inc.), Underwriting Agreement (BitNile Holdings, Inc.)

Securities Sold Pursuant to this Agreement. The Ordinary Shares underlying the 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 Securities, and will not be subject to personal liability by reason of being such holders; the Shares their underlying Ordinary Shares, 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; and all corporate action required to be taken for the authorization, issuance and sale of the Shares foregoing Securities has been duly and validly taken. The Shares Securities, and the underlying Ordinary Shares, 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 (Hexindai Inc.)

Securities Sold Pursuant to this Agreement. The Firm Shares 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 Firm Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Firm Shares has been duly and validly taken. The Shares 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 (Bynd Cannasoft Enterprises Inc.)

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Securities Sold Pursuant to this Agreement. The Firm Shares 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 Firm Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Firm Shares has been duly and validly taken. The Firm Shares 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 (CBL International LTD)

Securities Sold Pursuant to this Agreement. The Shares 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 Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Shares Securities has been duly and validly taken. The Shares Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing Disclosure Package and the ProspectusPackage.

Appears in 1 contract

Samples: Selling Agent Agreement (Hightimes Holding Corp.)

Securities Sold Pursuant to this Agreement. The Shares 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 Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Shares has been duly and validly taken. The Shares conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing Disclosure Package SEC Reports and the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Aditxt, Inc.)

Securities Sold Pursuant to this Agreement. The Common Shares 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 Common Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Common Shares has been duly and validly taken. The Common Shares 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: Placement Agency Agreement (Ampio Pharmaceuticals, Inc.)

Securities Sold Pursuant to this Agreement. The Shares 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 solely by reason of being such holders; the Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Shares Securities has been duly and validly taken. The Shares 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 (Mapi - Pharma LTD)

Securities Sold Pursuant to this Agreement. The Firm Shares 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 Firm Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Firm Shares has been duly and validly taken. The Firm Shares 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 (Second Sight Medical Products Inc)

Securities Sold Pursuant to this Agreement. The Shares 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 Shares 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; Company and all corporate action required to be taken for the authorization, issuance and sale of the Shares Securities has been duly and validly taken. The Shares 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 (Intellicheck Mobilisa, Inc.)

Securities Sold Pursuant to this Agreement. The Shares have been duly authorized for issuance and sale and, when issued and paid for, the Shares 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 Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Shares has been duly and validly taken. The Shares 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 (Scorpius Holdings, Inc.)

Securities Sold Pursuant to this Agreement. The Shares Securities have been duly authorized and reserved 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 Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Shares Securities has been duly and validly taken. The Shares Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Pricing Disclosure Package Sale Preliminary Prospectus and the Prospectus, as the case may be.

Appears in 1 contract

Samples: Underwriting Agreement (Longwei Petroleum Investment Holding LTD)

Securities Sold Pursuant to this Agreement. The Shares 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 Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Shares has been duly and validly taken. The Shares 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: Placement Agency Agreement (ONCOSEC MEDICAL Inc)

Securities Sold Pursuant to this Agreement. (A) The Shares 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 Shares 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; and all corporate action required to be taken for the authorization, issuance and sale of the Shares has been duly and validly taken. The Shares 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 (Bioblast Pharma Ltd.)

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