Actiga definition
Examples of Actiga in a sentence
Concurrent with the closing of this Agreement, Actiga will conduct and complete a private placement for gross proceeds of $2,500,000 at a purchase price per unit of $1.25.
As attested by written notice of satisfactory completion to Actiga from QMotions, QMotions and its accountants will be reasonably satisfied with their due diligence investigation and review of the Actiga SEC Documents, and the contents thereof, prepared in accordance with the United States generally accepted accounting principles applied in a manner consistent with prior periods.
The duly elected or appointed directors and the duly appointed officers of Actiga are as listed on Schedule 3 to this Agreement.
QMotions will have delivered evidence satisfactory to Actiga that the QMotions Shares issuable in the Transaction will be issuable without registration pursuant to the 1933 Act and the Applicable Securities Legislation in reliance on a safe harbor from the registration requirements of the 1933 Act and the Applicable Securities Legislation.
QMotions will immediately notify Actiga in accordance with Section 11.6 hereof, if QMotions receives any advice or notification from its independent certified public accounts that QMotions has used any improper accounting practice that would have the effect of not reflecting or incorrectly reflecting in the books, records, and accounts of QMotions, any properties, assets, liabilities, revenues, or expenses.
Actiga does not have any subsidiaries or agreements of any nature to acquire any subsidiary or to acquire or lease any other business operations.
Likewise, from the date of this Agreement to the Closing Date, and except to the extent that QMotions otherwise consents in writing, Actiga will operate its business substantially as presently operated and only in the ordinary course and in compliance with all applicable laws, and use its best efforts to preserve intact its good reputation and present business organization and to preserve its relationships with persons having business dealings with it.
This Agreement, the AC Documents and all other documents necessary or reasonably required to consummate the Transaction, all in form and substance reasonably satisfactory to QMotions, will have been executed and delivered to QMotions by Actiga and AC Sub.
Actiga has furnished or made available to QMotions and the Shareholders a true and complete copy of each report, schedule, registration statement and proxy statement filed by Actiga with the SEC (collectively, and as such documents have since the time of their filing been amended, the “Actiga SEC Documents”).
As of their respective dates, the Actiga SEC Documents complied in all material respects with the applicable requirements and regulations of the 1933 Act or the 1934 Act, as applicable, and the rules and regulations of the SEC thereunder applicable to such Actiga SEC Documents.