No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 1840 contracts
Samples: Securities Purchase Agreement (INVO Bioscience, Inc.), Securities Purchase Agreement (La Rosa Holdings Corp.), Registration Rights Agreement (NKGen Biotech, Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerBuyers. The issuance of the Securities to the Buyer Buyers will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 163 contracts
Samples: Securities Purchase Agreement (Arch Therapeutics, Inc.), Securities Purchase Agreement (Arch Therapeutics, Inc.), Securities Purchase Agreement (AnPac Bio-Medical Science Co., Ltd.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerBuyers. The issuance of the Securities to the Buyer Buyers will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 120 contracts
Samples: Securities Purchase Agreement (Stealth Technologies, Inc.), Securities Purchase Agreement (Daniels Corporate Advisory Company, Inc.), Securities Purchase Agreement (Daniels Corporate Advisory Company, Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 109 contracts
Samples: Securities Purchase Agreement (SusGlobal Energy Corp.), Securities Purchase Agreement (Tribal Rides International Corp.), Securities Purchase Agreement (Hammer Fiber Optics Holdings Corp)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person Person acting on its or their behalfbehalf has, has directly or indirectly indirectly, made any offers or sales in of any security or solicited any offers to buy any security security, under circumstances that would require registration under the 1933 Act of the issuance cause this offering of the Securities to be integrated with prior offerings by the BuyerCompany in a manner that would require stockholder approval pursuant to the rules of the Principal Market on which any of the securities of the Company are listed or designated. The issuance and sale of the Securities to hereunder does not contravene the Buyer will not be integrated with any other issuance rules and regulations of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securitiesPrincipal Market.
Appears in 38 contracts
Samples: Purchase Agreement (Phunware, Inc.), Purchase Agreement (Ocuphire Pharma, Inc.), Purchase Agreement (Clene Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerBuyers. The issuance of the Securities to the Buyer Buyers will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 37 contracts
Samples: Securities Purchase Agreement (Central Wireless Inc), Securities Purchase Agreement (Visijet Inc), Securities Purchase Agreement (Digital Descriptor Systems Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerPurchaser. The issuance of the Securities to the Buyer Purchaser will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 32 contracts
Samples: Securities Purchase Agreement (Digerati Technologies, Inc.), Securities Purchase Agreement (Digerati Technologies, Inc.), Securities Purchase Agreement (Vet Online Supply Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any ay person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 21 contracts
Samples: Securities Purchase Agreement (POSITIVEID Corp), Securities Purchase Agreement (M Line Holdings Inc), Securities Purchase Agreement (Blue Water Global Group, Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 16 contracts
Samples: Note Purchase Agreement (Nexien Biopharma, Inc.), Note Purchase Agreement (Boxscore Brands, Inc.), Note Purchase Agreement (Discount Print Usa, Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in of any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerBuyers. The issuance of the Securities to the Buyer Buyers will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 11 contracts
Samples: Securities Purchase Agreement (Biospherics Inc), Securities Purchase Agreement (Learn2 Com Inc), Securities Purchase Agreement (T Netix Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in of any security or solicited any offers to buy any security under circumstances that would require prevent the parties hereto from consummating the transactions contemplated hereby pursuant to an exemption from the registration under the 1933 Securities Act pursuant to the provisions of Regulation D. The transactions contemplated hereby are exempt from the issuance registration requirements of the Securities to Act, assuming the Buyer. The issuance accuracy of the Securities to the Buyer will not be integrated with any other issuance representations and warranties herein contained of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securitieseach Purchaser.
Appears in 11 contracts
Samples: Common Stock and Warrant Purchase Agreement (Creative Computer Applications Inc), Preferred Stock Purchase Agreement (Miravant Medical Technologies), Common Stock and Warrant Purchase Agreement (Vubotics Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities to the BuyerSecurities. The issuance of the Securities to the Buyer will not be integrated (as defined in Rule 502 of the Securities Act) with any other issuance of the Company’s securities (past, current or future) for purposes that would require registration under the Securities Act of any shareholder approval provisions applicable to the Company or its securitiesissuance of the Securities.
Appears in 8 contracts
Samples: Securities Purchase Agreement (Biohitech Global, Inc.), Securities Purchase Agreement (Biohitech Global, Inc.), Securities Purchase Agreement (Workhorse Group Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalfbehalf , has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 8 contracts
Samples: Securities Purchase Agreement (SPO Global Inc), Securities Purchase Agreement (ABCO Energy, Inc.), Securities Purchase Agreement (Cherubim Interests, Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Transaction Securities to the BuyerInvestors. The issuance of the Transaction Securities to the Buyer Investors will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securitiessecurities or the Securities Act.
Appears in 8 contracts
Samples: Securities Purchase Agreement (American BriVision (Holding) Corp), Securities Purchase Agreement (DecisionPoint Systems, Inc.), Securities Purchase Agreement (American BriVision (Holding) Corp)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities to the BuyerInvestors. The issuance of the Securities to the Buyer Investors will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of the Securities Act or any shareholder approval provisions applicable to the Company or its securitiesrules of Nasdaq.
Appears in 8 contracts
Samples: 27 Securities Purchase Agreement (Novoste Corp /Fl/), Securities Purchase Agreement (Delphax Technologies Inc), Securities Purchase Agreement (Parlex Corp)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerPurchaser. The issuance of the Securities to the Buyer Purchaser will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 8 contracts
Samples: Securities Purchase Agreement (Vet Online Supply Inc), Securities Purchase Agreement (Pura Naturals, Inc.), Securities Purchase Agreement (NightFood Holdings, Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities to the BuyerHolder. The issuance of the Securities to the Buyer Holder will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 8 contracts
Samples: Securities Purchase Agreement (CSMG Technologies, Inc.), Securities Purchase Agreement (Mphase Technologies Inc), Securities Purchase Agreement (Tidelands Oil & Gas Corp/Wa)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerInvestors. The issuance of the Securities to the Buyer Investors will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 8 contracts
Samples: Securities Purchase Agreement (Xynomic Pharmaceuticals Holdings, Inc.), Securities Purchase Agreement (Xynomic Pharmaceuticals Holdings, Inc.), Securities Purchase Agreement (Aptorum Group LTD)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities Common Shares to the Buyer. The issuance of the Securities Common Shares to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 8 contracts
Samples: Securities Exchange Agreement (GDBA Investments LLLP), Securities Exchange Agreement (Across America Real Estate Corp), Accrued Interest Payment Agreement (Across America Real Estate Corp)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities to the BuyerInvestors. The issuance of the Securities to the Buyer Investors will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 7 contracts
Samples: Securities Purchase Agreement (Intellinetics, Inc.), Note Purchase Agreement (Intellinetics, Inc.), Note Purchase Agreement (Intellinetics, Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities Shares to the BuyerInvestors. The issuance of the Securities Shares to the Buyer Investors will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 7 contracts
Samples: Securities Purchase Agreement (Bridgeline Digital, Inc.), Securities Purchase Agreement (Bridgeline Digital, Inc.), Securities Purchase Agreement (Intellinetics, Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in of any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the any Buyer. The issuance of the Securities to the each Buyer will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 7 contracts
Samples: Securities Purchase Agreement (QPC Lasers), Securities Purchase Agreement (QPC Lasers), Securities Purchase Agreement (QPC Lasers)
No Integrated Offering. Neither the Company, nor any of its affiliatesAffiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Max Sound Corp), Securities Purchase Agreement (Max Sound Corp), Securities Purchase Agreement (Max Sound Corp)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerBuyers. The issuance of the Securities to the Buyer Buyers will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes which requires stockholder approval under the rules of any shareholder approval provisions applicable to the Company or its securitiesThe Nasdaq Stock Market.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Idt Corp), Securities Purchase Agreement (Geron Corporation), Securities Purchase Agreement (Cybercash Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in of any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities to the BuyerShares. The issuance of the Securities Shares to the Buyer Purchaser will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of the Securities Act or any shareholder approval provisions applicable to the Company or its securitiesrules of Nasdaq.
Appears in 6 contracts
Samples: Stock Subscription Agreement (National Mercantile Bancorp), Stock Subscription Agreement (National Mercantile Bancorp), Stock Subscription Agreement (National Mercantile Bancorp)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor nor, to the knowledge of the Company, any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Hispanica International Delights of America, Inc.), Securities Purchase Agreement (Hispanica International Delights of America, Inc.), Securities Purchase Agreement (Innovus Pharmaceuticals, Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliatesAffiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Transaction Securities to the BuyerInvestors. The issuance of the Transaction Securities to the Buyer Investors will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securitiesthe Securities Act.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Splash Beverage Group, Inc.), Securities Purchase Agreement (Splash Beverage Group, Inc.), Securities Purchase Agreement (Splash Beverage Group, Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Kona Gold Beverage, Inc.), Securities Purchase Agreement (Kona Gold Beverage, Inc.), Securities Purchase Agreement (Kona Gold Beverage, Inc.)
No Integrated Offering. Neither the Company, nor or any of its affiliates, nor any person Person acting on its or their behalfbehalf has, has directly or indirectly indirectly, made any offers or sales in of any security or solicited any offers to buy any security security, under circumstances that would require registration under the 1933 Act cause this offering of the issuance Purchase Shares to be integrated with prior offerings by the Company in a manner that would require stockholder approval pursuant to the rules of the Securities to Principal Market on which any of the Buyersecurities of the Company are listed or designated. The issuance and sale of the Securities to Purchase Shares hereunder does not contravene the Buyer will not be integrated with any other issuance rules and regulations of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securitiesPrincipal Market.
Appears in 5 contracts
Samples: Purchase Agreement (Onconova Therapeutics, Inc.), Purchase Agreement (MGT Capital Investments, Inc.), Purchase Agreement (MGT Capital Investments, Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer, except with respect to the October 2023 Securities. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities, except with respect to the October 2023 Securities.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Hempacco Co., Inc.), Securities Purchase Agreement (Hempacco Co., Inc.), Securities Purchase Agreement (Hempacco Co., Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Jaguar Health, Inc.), Securities Purchase Agreement (Precision Therapeutics Inc.), Securities Purchase Agreement (Precision Therapeutics Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities to the BuyerInvestor. The issuance of the Securities to the Buyer Investor will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Mphase Technologies Inc), Securities Purchase Agreement (Greater Cannabis Company, Inc.), Securities Purchase Agreement (Cannabis Global, Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliatesAffiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in of any security or solicited any offers to buy any security under circumstances that would require registration under cause the offer of the Securities pursuant to this Agreement to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions. Neither the Company nor any of its Affiliates will take any action or steps that would cause the offer or issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securitiesofferings.
Appears in 5 contracts
Samples: Subscription Agreement (MyDx, Inc.), Subscription Agreement (MyDx, Inc.), Securities Purchase Agreement (Earth Biofuels Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The Except in connection with Company’s issuance of up to $2,000,000 of promissory notes on the same terms and conditions as the Note and this Agreement (the “Bridge Offering”), the issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Clean Energy Technologies, Inc.), Securities Purchase Agreement (Clean Energy Technologies, Inc.), Securities Purchase Agreement (Clean Energy Technologies, Inc.)
No Integrated Offering. Neither the Company, nor any of its ---------------------- affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in of any security or solicited any offers to buy any security under circumstances that would require registration under cause the offering of the Securities pursuant to this Agreement to be integrated with prior offerings by the Company for purposes of the 1933 Act Act, nor will the Company or any of its affiliates or subsidiaries take any action or steps that would cause the issuance offering of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securitiesofferings.
Appears in 5 contracts
Samples: Subscription Agreement (Advanced Aerodynamics & Structures Inc/), Subscription Agreement (Advanced Aerodynamics & Structures Inc/), Subscription Agreement (Advanced Aerodynamics & Structures Inc/)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerInvestor. The issuance of the Securities to the Buyer Investor will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Edgemode, Inc.), Securities Purchase Agreement (HealthLynked Corp), Securities Purchase Agreement (NYXIO TECHNOLOGIES Corp)
No Integrated Offering. Neither the Company, nor any of its affiliates, ---------------------- nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in of any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerBuyers. The issuance of the Securities to the Buyer Buyers will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 4 contracts
Samples: Securities Purchase Agreement (American Telesource International Inc), Securities Purchase Agreement (Atsi Communications Inc/De), Securities Purchase Agreement (Atsi Communications Inc/De)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerInvestor. The issuance of the Securities to the Buyer Investor will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Liquidmetal Technologies Inc), Securities Purchase Agreement (FNDS3000 Corp), Securities Purchase Agreement (FNDS3000 Corp)
No Integrated Offering. Neither the Company, nor any of its affiliatesAffiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities to the BuyerInvestors. The issuance of the Securities to the Buyer Investors will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Icagen, Inc.), Securities Purchase Agreement (Icagen, Inc.), Securities Purchase Agreement (Icagen, Inc.)
No Integrated Offering. Neither the Company, nor any of its ---------------------- affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerBuyers. The issuance of the Securities to the Buyer Buyers will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Amnis Systems Inc), Securities Purchase Agreement (E Resources Inc), Securities Purchase Agreement (Airtech International Group Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Mphase Technologies, Inc.), Securities Purchase Agreement (Red Cat Holdings, Inc.), Securities Purchase Agreement (Red Cat Holdings, Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in of any security or solicited any offers to buy any security under circumstances that would require registration under cause the offering of the Securities pursuant to this Agreement to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable stockholder approval provisions. Nor will the Company or any of its affiliates or subsidiaries take any action or steps that would cause the issuance offering of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securitiesofferings.
Appears in 4 contracts
Samples: Subscription Agreement (Recovery Network Inc), Subscription Agreement (Rnethealth Com Inc), Subscription Agreement (Rnethealth Com Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Aja Cannafacturing, Inc.), Securities Purchase Agreement (Aja Cannafacturing, Inc.), Securities Purchase Agreement (IDS Industries, Inc.)
No Integrated Offering. Neither the Company, nor any of its ---------------------- affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in of any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerBuyers. The issuance of the Securities to the Buyer Buyers will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Ashton Technology Group Inc), Securities Purchase Agreement (Storage Computer Corp), Securities Purchase Agreement (Aastrom Biosciences Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. .The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Lingerie Fighting Championships, Inc.), Securities Purchase Agreement (Lingerie Fighting Championships, Inc.), Securities Purchase Agreement (Internet Media Services, Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities Shares to the BuyerInvestor. The issuance of the Securities Shares to the Buyer Investor will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securitiesSecurities Act.
Appears in 3 contracts
Samples: Stock Purchase Agreement (TTR Inc), Stock Purchase Agreement (Macrovision Corp), Stock Purchase Agreement (TTR Technologies Inc)
No Integrated Offering. Neither the Company, nor ---------------------- any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerBuyers. The issuance of the Securities to the Buyer Buyers will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Med Gen Inc), Securities Purchase Agreement (Med Gen Inc), Securities Purchase Agreement (Med Gen Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any ay person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Medican Enterprises, Inc.), Securities Purchase Agreement (Medican Enterprises, Inc.), Securities Purchase Agreement (Red Giant Entertainment, Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person Person acting on its or their behalfbehalf has, has directly or indirectly indirectly, made any offers or sales in of any security or solicited any offers to buy any security security, under circumstances that would require registration under the 1933 Act cause this offering of the issuance Purchase Shares to be integrated with prior offerings by the Company in a manner that would require stockholder approval pursuant to the rules of the Securities to Principal Market on which any of the Buyersecurities of the Company are listed or designated. The issuance and sale of the Securities to Purchase Shares hereunder does not contravene the Buyer will not be integrated with any other issuance rules and regulations of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securitiesPrincipal Market.
Appears in 3 contracts
Samples: Equity Purchase Agreement (Precipio, Inc.), Capital Access Agreement (Immune Pharmaceuticals Inc), Capital Access Agreement (Immune Pharmaceuticals Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalfbehalf has, has directly or indirectly indirectly, made any offers or sales in of any security or solicited any offers to buy any security security, under circumstances that would require registration under cause this offering of Preferred Shares to the Investor to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable shareholder approval provisions, including, without limitation, under the rules and regulations of the issuance Principal Market, nor will the Company or any of its Subsidiaries take any action or steps that would cause the offering of the Securities Shares to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securitiesofferings.
Appears in 3 contracts
Samples: Put and Call Agreement (Secure Computing Corp), Put and Call Agreement (Secure Computing Corp), Preferred Stock Investment Agreement (Secure Computing Corp)
No Integrated Offering. Neither the Company, nor any of its affiliatesAffiliates, nor any person Person acting on its or their behalf, has directly or indirectly made any offers or sales in of any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the any Buyer. The issuance of the Securities to the each Buyer will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Mabcure Inc.), Securities Purchase Agreement (ICP Solar Technologies Inc.), Line of Credit Agreement (ICP Solar Technologies Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on behalf of the Company or its or their behalfaffiliates, has directly or indirectly indirectly, made any offers or sales in of any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance offer and sale of the Securities to the Buyer. The issuance offer and sale of the Securities to the Buyer will not be integrated integrate with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder Shareholder approval provisions applicable to the Company or its securities.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Greenway Technologies Inc), Securities Purchase Agreement (Greenway Technologies Inc), Securities Purchase Agreement (Greenway Technologies Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities Offered Units to the BuyerPurchaser. The issuance of the Securities Offered Units to the Buyer Purchaser will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Arkados Group, Inc.), Securities Purchase Agreement (Arkados Group, Inc.), Securities Purchase Agreement (Arkados Group, Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in of any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 3 contracts
Samples: Securities Purchase Agreement (BioMETRX), Securities Purchase Agreement (Omni Usa Inc), Securities Purchase Agreement (Patriot Scientific Corp)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities Forbearance Shares to the BuyerLender. The issuance of the Securities Forbearance Shares to the Buyer Lender will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 3 contracts
Samples: Forbearance Agreement (Raadr, Inc.), Forbearance Agreement (Raadr, Inc.), Forbearance Agreement (Raadr, Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalfbehalf has, has directly or indirectly indirectly, made any offers or sales in of any security or solicited any offers to buy any security security, under circumstances that would require registration under cause any offering of Securities to the Investors to be integrated with prior offerings by the Company for purposes of the 1933 Act or any applicable shareholder approval provisions, including, without limitation, under the rules and regulations of the issuance Principal Market, nor will the Company or any of its Subsidiaries take any action or steps in the future that would cause any offering of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securitiesofferings.
Appears in 3 contracts
Samples: Common Stock Investment Agreement (Telular Corp), Common Stock Investment Agreement (Hollywood Com Inc), Common Stock Investment Agreement (Plato Learning Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers offer to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Max Sound Corp), Securities Purchase Agreement (Max Sound Corp), Securities Purchase Agreement (NYXIO TECHNOLOGIES Corp)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerBuyers. The issuance of the Securities to the Buyer Buyers will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder stockholder approval provisions or availability from exemption from registration under the 1933 Act applicable to the Company or its securities.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Amnis Systems Inc), Securities Purchase Agreement (Amnis Systems Inc), Securities Purchase Agreement (Amnis Systems Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in of any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Callisto Pharmaceuticals Inc), Securities Purchase Agreement (Siricomm Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor to the knowledge of the Company, any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (H/Cell Energy Corp), Securities Purchase Agreement (H/Cell Energy Corp)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerHolder. The issuance of the Securities to the Buyer Holder will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Form of Securities Exchange Agreement (Zenosense, Inc.), Securities Exchange Agreement (Zenosense, Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.. o.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Pura Naturals, Inc.), Securities Purchase Agreement (Pura Naturals, Inc.)
No Integrated Offering. Neither the Company, nor any of its ---------------------- affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerBuyers. The issuance of the Securities to the Buyer Buyers will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes which requires stockholder approval under the rules of any shareholder approval provisions applicable to the Company or its securitiesThe Nasdaq Stock Market.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Aura Systems Inc), Securities Purchase Agreement (Aura Systems Inc)
No Integrated Offering. Neither the CompanyThe Company has not, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly indirectly, made any offers or sales in of any security or solicited any offers to buy any security security, under circumstances that would require registration of any of the Securities under the 1933 Act or cause this offering of Securities to be integrated with prior offerings by the Company for purposes of the issuance 1933 Act or any applicable stockholder approval provisions, including, without limitation, under the rules and regulations of the Principal Market, nor will the Company or any of its Subsidiaries take any action or steps that would require registration of the Securities under the 1933 Act or cause the offering of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securitiesofferings.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Alpha Beta Technology Inc), Securities Purchase Agreement (Enamelon Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security securities under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities to the BuyerInvestors. The issuance of the Securities to the Buyer Investors will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes purpose of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Convertible Debenture and Warrant Purchase Agreement (Americana Publishing Inc), And Warrant Purchase Agreement (Americana Publishing Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) that are other than accredited investors for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Alkame Holdings, Inc.), Securities Purchase Agreement (Alkame Holdings, Inc.)
No Integrated Offering. Neither the Company, nor any of its ---------------------- affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerBuyers. The issuance of the Securities to the Buyer Buyers will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes which requires stockholder approval under the rules of any shareholder approval provisions applicable to the Company or its securitiesNasdaq.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Aastrom Biosciences Inc), Securities Purchase Agreement (Aastrom Biosciences Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerBuyers. The issuance of the Securities to the Buyer Buyers will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes which requires stockholder approval under the rules of any shareholder approval provisions applicable to the Company or its securitiesNasdaq Stock Market.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Hillman Co), Securities Purchase Agreement (Superconductor Technologies Inc)
No Integrated Offering. Neither the Company, Company nor any of its affiliates, affiliates nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerBuyers. The issuance of the Securities to the Buyer Buyers will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder stockholder approval provisions (under the rules of the Principal Exchange or otherwise) applicable to the Company or its securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Summus Inc Usa), Securities Purchase Agreement (Summus Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities to the BuyerPurchaser. The issuance of the Securities to the Buyer Purchaser will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Novo Integrated Sciences, Inc.), Securities Purchase Agreement (Novo Integrated Sciences, Inc.)
No Integrated Offering. Neither the Company, nor any of its ---------------------- affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities to the BuyerInvestors. The issuance of the Securities to the Buyer Investors will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of the Securities Act or any shareholder approval provisions applicable to the Company or its securitiesrules of Nasdaq.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Greater Bay Bancorp), Securities Purchase Agreement (Greater Bay Bancorp)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales sa les in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Series G Preferred Stock Purchase Agreement (Guided Therapeutics Inc), Securities Purchase Agreement (Guided Therapeutics Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities to the BuyerPurchasers. The issuance of the Securities to the Buyer Purchasers will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Imac Holdings LLC), Securities Purchase Agreement (Crossroads Systems Inc)
No Integrated Offering. Neither the Company, nor any of its affiliatesAffiliates, nor any person Person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities to the BuyerInvestors. The issuance of the Securities to the Buyer Investors will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Asiya Pearls, Inc.), Securities Purchase Agreement (Propell Technologies Group, Inc.)
No Integrated Offering. Neither Assuming the accuracy of the Buyers’ representations and warranties set forth in Section 2, neither the Company, nor any of its affiliates, nor any person Person acting on its or their behalfbehalf has, has directly or indirectly indirectly, made any offers or sales in of any security or solicited any offers to buy any security security, under circumstances that would require registration of any of the Securities under the 1933 Act of the issuance or cause this offering of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of prior offerings by the Company’s securities (past, current or future) Company for purposes of the 1933 Act or any shareholder applicable stockholder approval provisions applicable to the Company or its securitiesof any authority.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Applied Therapeutics Inc.), Securities Purchase Agreement (Applied Therapeutics Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s 's securities (past, current current, or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Cannasys Inc), Securities Purchase Agreement (Cannasys Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerBuyers. The issuance of the Securities to the Buyer Buyers will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of the 1933 Act or any shareholder approval provisions applicable to the Company or its securitiesrules of Nasdaq.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Genzyme Transgenics Corp), Securities Purchase Agreement (Excelsior Henderson Motorcycle Manufacturing Co)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in of any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of the 1933 Act or any shareholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Inprimis Inc), Securities Purchase Agreement (Ener1 Holdings Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Q Comm International Inc), Securities Purchase Agreement (Q Comm International Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in of any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities to the BuyerIFG. The issuance of the Securities to the Buyer IFG will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (Elgrande Com Inc), Common Stock Purchase Agreement (Elgrande Com Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerPurchasers. The issuance of the Securities to the Buyer Purchasers will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Debt Resolve Inc), Securities Purchase Agreement (Utix Group Inc)
No Integrated Offering. Neither None the Company, nor any of its affiliates, nor or any person Person acting on its or their behalfbehalf has, has directly or indirectly indirectly, made any offers or sales in of any security or solicited any offers to buy any security security, under circumstances that would require registration under the 1933 Act cause this offering of the issuance Purchase Shares to be integrated with prior offerings by the Company in a manner that would require stockholder approval pursuant to the rules of the Securities to Principal Market on which any of the Buyersecurities of the Company are listed or designated. The issuance and sale of the Securities to Purchase Shares hereunder does not contravene the Buyer will not be integrated with any other issuance rules and regulations of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securitiesPrincipal Market.
Appears in 2 contracts
Samples: Purchase Agreement (xG TECHNOLOGY, INC.), Purchase Agreement (xG TECHNOLOGY, INC.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The Except with respect to the April 2023 Securities, the issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Addvantage Technologies Group Inc), Securities Purchase Agreement (Addvantage Technologies Group Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Sphere 3D Corp), Securities Purchase Agreement (Astro Aerospace Ltd.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities to the BuyerInvestors. The issuance of the Securities to the Buyer Investors will not be integrated with any other past issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securitiesSecurities Act.
Appears in 2 contracts
Samples: Common Stock and Warrant Purchase Agreement (United Energy Corp /Nv/), Common Stock and Warrant Purchase Agreement (United Energy Corp /Nv/)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of requiring any shareholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Yappn Corp.), Securities Purchase Agreement (Yappn Corp.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor ---------------------- Affiliates or any other person acting on its or their the Company's behalf, has directly or indirectly made any offers or sales in of any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of under the Securities Act or cause this offering of Securities to the Buyer will not be integrated with any other issuance prior offering of securities of the Company’s securities (past, current or future) Company for purposes of the Securities Act or any shareholder applicable stockholder approval provisions applicable to the Company provisions, including, without limitation, NASD Rule 4460(i) or its securitiesany similar rule.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Apollo Investment Fund Iv Lp), Securities Purchase Agreement (Rare Medium Group Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerBuyers. The issuance of the Securities to the Buyer Buyers will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Sun Network Group Inc), Securities Purchase Agreement (Roanoke Technology Corp)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in of any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Banjo & Matilda, Inc.), Securities Purchase Agreement (Banjo & Matilda, Inc.)
No Integrated Offering. Neither the CompanyBorrower, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerInvestor. The issuance of the Securities to the Buyer Investor will not be integrated with any other issuance of the CompanyBorrower’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company Borrower or its securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (ETAO International Co., Ltd.), Securities Purchase Agreement (SMX (Security Matters) Public LTD Co)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the each Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Note Purchase Agreement (Deep Green Waste & Recycling, Inc.), Note Purchase Agreement (Deep Green Waste & Recycling, Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current current, or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Series B Preferred Stock Purchase Agreement (THUMZUP MEDIA Corp), Series a Preferred Stock Purchase Agreement (THUMZUP MEDIA Corp)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities Shares to the BuyerNoteholders. The issuance of the Securities Shares to the Buyer Noteholders will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Note Exchange Agreement, Note Exchange Agreement (Intellinetics, Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the BuyerInvestors. The issuance of the Securities to the Buyer Investors will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (FNDS3000 Corp), Securities Purchase Agreement (FNDS3000 Corp)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalfbehalf has, has directly or indirectly indirectly, made any offers or sales in of any security or solicited any offers to buy any security security, under circumstances that would require registration of any of the Securities under the 1933 Act or cause this offering to be integrated with prior offerings by the Company for purposes of the issuance 1933 Act or any applicable stockholder approval provisions nor will the company or any of its subsidiaries take any action or steps that would require registration of the Securities under the 1933 Act or cause the offering of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securitiesofferings.
Appears in 2 contracts
Samples: Pledge Agreement (Cumetrix Data Systems Corp), Bridge Notes Purchase and Security Agreement (Providential Holdings Inc)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities to the BuyerPurchaser. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s securities (past, current or future) including, without limitation, for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Brain Scientific Inc.), Securities Purchase Agreement (Brain Scientific Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities to the BuyerSubscribers. The issuance of the Securities to the Buyer Subscribers will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder stockholder approval provisions applicable to the Company or its securities.
Appears in 2 contracts
Samples: Subscription Agreement, Subscription Agreement (Originclear, Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities to the Buyer. The issuance of the Securities to the Buyer will not be integrated with any other issuance of the Company’s 's securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.. j.
Appears in 1 contract
Samples: Securities Purchase Agreement (Bare Metal Standard Inc.)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security secmity or solicited any offers to buy any security under circumstances that would require registration under the 1933 Act of the issuance of the Securities Secmities to the Buyer. The issuance of the Securities Secmities to the Buyer will not be integrated with any other issuance of the Company’s ’ s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 1 contract
Samples: Securities Purchase Agreement (NanoFlex Power Corp)
No Integrated Offering. Neither the Company, nor any of its affiliates, nor any person acting on its or their behalf, has directly or indirectly made any offers or sales in any security or solicited any offers to buy any security under circumstances that would require registration under the 1933 Securities Act of the issuance of the Securities to the BuyerInvestors. The issuance of the Securities to the Buyer Investors will not be integrated with any other issuance of the Company’s securities (past, current or future) for purposes of any shareholder approval provisions applicable to the Company or its securities.
Appears in 1 contract
