No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 1090 contracts
Samples: Securities Purchase Agreement (Reviva Pharmaceuticals Holdings, Inc.), Securities Purchase Agreement (Perma Fix Environmental Services Inc), Securities Purchase Agreement (Akoustis Technologies, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 237 contracts
Samples: Securities Purchase Agreement (Arqit Quantum Inc.), Securities Purchase Agreement (Eyenovia, Inc.), Stock Purchase Agreement (Sintx Technologies, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 111 contracts
Samples: Securities Purchase Agreement (Banzai International, Inc.), Securities Purchase Agreement (Volato Group, Inc.), Securities Purchase Agreement (Virpax Pharmaceuticals, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 72 contracts
Samples: Securities Purchase Agreement (High Wire Networks, Inc.), Securities Purchase Agreement (Sigyn Therapeutics, Inc.), Securities Purchase Agreement (BiomX Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 65 contracts
Samples: Securities Purchase Agreement (Brand Engagement Network Inc.), Securities Purchase Agreement (Smith Micro Software, Inc.), Securities Purchase Agreement (Belite Bio, Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 56 contracts
Samples: Securities Purchase Agreement (Fellows Energy LTD), Securities Purchase Agreement (Access Integrated Technologies, Inc. D/B/a Cinedigm Digital Cinema Corp.), Securities Purchase Agreement (Gigabeam Corp)
No Integrated Offering. Assuming the accuracy of the Purchasers’ ' representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market exchange or automated quotation system on which any of the securities of the Company are listed or designated.
Appears in 41 contracts
Samples: Securities Purchase Agreement (Cyberkinetics Neurotechnology Systems, Inc.), Securities Purchase Agreement (Sanswire Corp.), Securities Purchase Agreement (Isonics Corp)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of (i) the Securities Act, or (ii) any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 40 contracts
Samples: Securities Purchase Agreement (Foresight Autonomous Holdings Ltd.), Securities Purchase Agreement (Acurx Pharmaceuticals, Inc.), Securities Purchase Agreement (Adamis Pharmaceuticals Corp)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2Article IV, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 30 contracts
Samples: Securities Purchase Agreement (Kindly MD, Inc.), Securities Purchase Agreement (Kindly MD, Inc.), Securities Purchase Agreement (Kindly MD, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ ' representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 29 contracts
Samples: Securities Purchase Agreement (Linux Gold Corp), Securities Purchase Agreement (Imedia International Inc), Securities Purchase Agreement (Intraop Medical Corp)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market exchange or automated quotation system on which any of the securities of the Company are listed or designated.
Appears in 28 contracts
Samples: Securities Purchase Agreement (Mindpix Corp), Securities Purchase Agreement (Technoconcepts, Inc.), Securities Purchase Agreement (Global National Communications Corp.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 28 contracts
Samples: Securities Purchase Agreement (Novo Integrated Sciences, Inc.), Securities Purchase Agreement (Novo Integrated Sciences, Inc.), Securities Purchase Agreement (ContraVir Pharmaceuticals, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 27 contracts
Samples: Securities Purchase Agreement (Range Impact, Inc.), Securities Purchase Agreement (Malachite Innovations, Inc.), Convertible Note Purchase Agreement (Data443 Risk Mitigation, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provision of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 25 contracts
Samples: Securities Purchase Agreement (Imageware Systems Inc), Securities Purchase Agreement (Hartville Group Inc), Securities Purchase Agreement (Jesup & Lamont, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ ' representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 21 contracts
Samples: Securities Purchase Agreement (Sphere 3D Corp), Securities Purchase Agreement (Top Ships Inc.), Securities Purchase Agreement (Compugen LTD)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provision of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 18 contracts
Samples: Securities Purchase Agreement (Net TALK.COM, Inc.), Securities Purchase Agreement (Hartville Group Inc), Securities Purchase Agreement (Interactive Television Networks)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 17 contracts
Samples: Securities Purchase Agreement (Opgen Inc), Securities Purchase Agreement (Innovation1 Biotech Inc.), Securities Purchase Agreement (Innovation1 Biotech Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 16 contracts
Samples: Securities Purchase Agreement (Catasys, Inc.), Securities Purchase Agreement (Catasys, Inc.), Securities Purchase Agreement (Catasys, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of (i) the Securities Act, or (ii) any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 14 contracts
Samples: Securities Purchase Agreement (Englobal Corp), Securities Purchase Agreement (INVO Bioscience, Inc.), Securities Purchase Agreement (Orbital Energy Group, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 13 contracts
Samples: Securities Purchase Agreement (Zurvita Holdings, Inc.), Securities Purchase Agreement (Infusion Brands International, Inc.), Securities Purchase Agreement (Infusion Brands International, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 13 contracts
Samples: Securities Purchase Agreement (Chron Organization, Inc.), Securities Purchase Agreement (Endonovo Therapeutics, Inc.), Securities Purchase Agreement (Ifan Financial, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 11 contracts
Samples: Note Purchase Agreement (CannLabs, Inc.), Securities Purchase Agreement (CannLabs, Inc.), Securities Purchase Agreement (CannLabs, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its controlled Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 10 contracts
Samples: Securities Purchase Agreement (Wisa Technologies, Inc.), Securities Purchase Agreement (Wisa Technologies, Inc.), Securities Purchase Agreement (Wisa Technologies, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 10 contracts
Samples: Securities Purchase Agreement (Siyata Mobile Inc.), Securities Purchase Agreement (Siyata Mobile Inc.), Securities Purchase Agreement (Siyata Mobile Inc.)
No Integrated Offering. Assuming the accuracy of the PurchasersInvestors’ representations and warranties set forth in Section 3.23.02, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 10 contracts
Samples: Securities Purchase Agreement (Bruush Oral Care Inc.), Securities Purchase Agreement (Bruush Oral Care Inc.), Securities Purchase Agreement (Vitro Biopharma, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 9 contracts
Samples: Securities Purchase Agreement (Towerstream Corp), Securities Purchase Agreement (Towerstream Corp), Securities Purchase Agreement (Towerstream Corp)
No Integrated Offering. Assuming the accuracy of the PurchasersInvestors’ representations and warranties set forth in Section 3.2section 3.02, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 9 contracts
Samples: Securities Purchase Agreement (Paid Inc), Securities Purchase Agreement (Mitesco, Inc.), Securities Purchase Agreement (Resonate Blends, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 9 contracts
Samples: Securities Purchase Agreement (Sequiam Corp), Securities Purchase Agreement (Medicalcv Inc), Securities Purchase Agreement (FP Technology, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Subsidiaries to Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of (i) the Securities Act, or (ii) any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 9 contracts
Samples: Securities Purchase Agreement (Edible Garden AG Inc), Securities Purchase Agreement (Kaival Brands Innovations Group, Inc.), Securities Purchase Agreement (Kaival Brands Innovations Group, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated aggregated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 8 contracts
Samples: Securities Purchase Agreement (Gevo, Inc.), Securities Purchase Agreement (Gevo, Inc.), Securities Purchase Agreement (Ra Medical Systems, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser's representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 8 contracts
Samples: Securities Purchase Agreement (Cool Technologies, Inc.), Securities Purchase Agreement (Leo Motors, Inc.), Securities Purchase Agreement (Leo Motors, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ ' representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedprovisions.
Appears in 8 contracts
Samples: Securities Purchase Agreement (Edentify, Inc.), Securities Purchase Agreement (Edentify, Inc.), Securities Purchase Agreement (Edentify, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 8 contracts
Samples: Securities Purchase Agreement (Aqua Metals, Inc.), Securities Purchase Agreement (Synthetic Biologics, Inc.), Securities Purchase Agreement (Cemtrex Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such offering under the securities of the Company are listed or designatedSecurities Act.
Appears in 7 contracts
Samples: Securities Purchase Agreement (DarioHealth Corp.), Securities Purchase Agreement (PolyPid Ltd.), Securities Purchase Agreement (DarioHealth Corp.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor nor, to the Company’s knowledge, any of its Affiliates, nor to the Company’s knowledge, any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 7 contracts
Samples: Securities Purchase Agreement (22nd Century Group, Inc.), Securities Purchase Agreement (22nd Century Group, Inc.), Securities Purchase Agreement (Asterias Biotherapeutics, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ ' representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 7 contracts
Samples: Securities Purchase Agreement (Elite Pharmaceuticals Inc /De/), Registration Rights Agreement (Harvey Electronics Inc), Securities Purchase Agreement (Mdi, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, neither the Company, Company nor any of its Affiliates, nor any Person acting on its or their behalf behalves, has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, security under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 7 contracts
Samples: Securities Purchase Agreement (SANUWAVE Health, Inc.), Securities Purchase Agreement (SANUWAVE Health, Inc.), Securities Purchase Agreement (SANUWAVE Health, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 6 contracts
Samples: Share Purchase Agreement (LDK Solar Co., Ltd.), Share Purchase Agreement (LDK Solar Co., Ltd.), Share Purchase Agreement (LDK Solar Co., Ltd.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ ' representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Trinity Learning Corp), Securities Purchase Agreement (Vendingdata Corp), Securities Purchase Agreement (Gammacan International Inc)
No Integrated Offering. Assuming the accuracy of the PurchasersSubscribers’ representations and warranties set forth in Section 3.2herein, neither the Company, nor any of its Affiliates, Company nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 6 contracts
Samples: Securities Purchase Agreement (INVO Bioscience, Inc.), Securities Purchase Agreement (INVO Bioscience, Inc.), Securities Purchase Agreement (Eastside Distilling, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Gaming Technologies, Inc.), Securities Purchase Agreement (Gaming Technologies, Inc.), Form of Securities Purchase Agreement (Gaming Technologies, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would would, to the Company’s knowledge, cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Lpath, Inc), Securities Purchase Agreement (Macrochem Corp), Securities Purchase Agreement (Lehman Brothers Holdings Inc)
No Integrated Offering. Assuming the accuracy of the PurchasersPurchaser’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Subsidiaries or Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company or its Subsidiaries for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedprovisions.
Appears in 6 contracts
Samples: Securities Purchase Agreement (White River Energy Corp.), Securities Purchase Agreement (White River Energy Corp.), Securities Purchase Agreement (White River Energy Corp.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Solomon Technologies Inc), Securities Purchase Agreement (Wave Systems Corp), Securities Purchase Agreement (Solomon Technologies Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor nor, to the knowledge of the Company, any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Painreform Ltd.), Securities Purchase Agreement (Galmed Pharmaceuticals Ltd.), Securities Purchase Agreement (Galmed Pharmaceuticals Ltd.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Units to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 5 contracts
Samples: Securities Purchase Agreement (NAKED BRAND GROUP LTD), Securities Purchase Agreement (NAKED BRAND GROUP LTD), Securities Purchase Agreement (Rasna Therapeutics Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its controlled Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of (i) the Securities Act and (ii) any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Biolase, Inc), Securities Purchase Agreement (Biolase, Inc), Securities Purchase Agreement (Biolase, Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated or aggregated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Nile Therapeutics, Inc.), Securities Purchase Agreement (Cougar Biotechnology, Inc.), Securities Purchase Agreement (Corsair Capital LLC)
No Integrated Offering. Assuming the accuracy of the Purchasers’ each Purchaser’s representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Offering to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 5 contracts
Samples: Securities Purchase Agreement (SANUWAVE Health, Inc.), Securities Purchase Agreement (SANUWAVE Health, Inc.), Securities Purchase Agreement (SANUWAVE Health, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated or aggregated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 5 contracts
Samples: Securities Purchase Agreement, Securities Purchase Agreement (Softech Inc), Securities Purchase Agreement (Softech Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ each Purchaser’s representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares and Warrants to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Document Security Systems Inc), Securities Purchase Agreement (Document Security Systems Inc), Securities Purchase Agreement (Document Security Systems Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor nor, to the Company’s knowledge, any of its Affiliates, nor any Person acting on its or or, to the Company’s knowledge, their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Abvc Biopharma, Inc.), Securities Purchase Agreement (XpresSpa Group, Inc.), Securities Purchase Agreement (XpresSpa Group, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor nor, to the Company’s knowledge, any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Biotricity Inc.), Securities Purchase Agreement (H-Cyte, Inc.), Securities Purchase Agreement (Medovex Corp.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ ' representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market exchange or automated quotation system on which any of the securities of the Company are listed or designated.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Workstream Inc), Securities Purchase Agreement (Workstream Inc), Securities Purchase Agreement (Emagin Corp)
No Integrated Offering. Assuming the accuracy of the PurchasersInvestors’ representations and warranties set forth in Section 3.2any agreement between the Company and the Investors, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Placement Agency Agreement (Oxygen Biotherapeutics, Inc.), Placement Agency Agreement (Oxygen Biotherapeutics, Inc.), Placement Agency Agreement (Oxygen Biotherapeutics, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2herein, neither none of the Company, nor its Subsidiaries or any of its Affiliates, nor Affiliates or any Person acting on its or their behalf has, directly or indirectly, indirectly made any offers or sales of any Company security or solicited any offers to buy any security, Company security under circumstances that would cause this the offering of the Securities Shares pursuant to this Agreement to be integrated with prior offerings by the Company for purposes of any applicable shareholder Law or stockholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market trading market on which any of the securities of the Company are listed or designatedquoted.
Appears in 4 contracts
Samples: Stock Purchase Agreement (Quaint Oak Bancorp Inc), Stock Purchase Agreement (Quaint Oak Bancorp Inc), Stock Purchase Agreement (Quaint Oak Bancorp Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.23.2 and the NASDAQ Approval, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (EnteroMedics Inc), Securities Purchase Agreement (Xoma LTD /De/), Securities Purchase Agreement (Xoma LTD /De/)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf (other than the Placement Agent) has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Enlivex Therapeutics Ltd.), Securities Purchase Agreement (Flora Growth Corp.), Securities Purchase Agreement (Enlivex Therapeutics Ltd.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ ' representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder stockholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Shumate Industries Inc), Securities Purchase Agreement (Practicexpert Inc), Securities Purchase Agreement (Datalogic International Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Allarity Therapeutics, Inc.), Securities Purchase Agreement (Allarity Therapeutics, Inc.), Securities Purchase Agreement (Allarity Therapeutics, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedprovisions.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Ustelematics Inc), Securities Purchase Agreement (Aprecia Inc), Securities Purchase Agreement (Aprecia Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (authID Inc.), Securities Purchase Agreement (Glimpse Group, Inc.), Securities Purchase Agreement (authID Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its controlled Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of (i) the Securities Actor and (ii) any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Wisa Technologies, Inc.), Securities Purchase Agreement (Wisa Technologies, Inc.), Securities Purchase Agreement (Wisa Technologies, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Subsidiaries or Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company or its Subsidiaries for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedprovisions.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Curative Biotechnology Inc), Securities Purchase Agreement (Curative Biotechnology Inc), Securities Purchase Agreement (Curative Biotechnology Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ ' representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provision of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Towerstream Corp), Securities Purchase Agreement (MPLC, Inc.), Securities Purchase Agreement (Star Energy Corp)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of under the Securities Act, or (ii) any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (E-Home Household Service Holdings LTD), Securities Purchase Agreement (Integrated Media Technology LTD), Securities Purchase Agreement (Integrated Media Technology LTD)
No Integrated Offering. Assuming the accuracy of the Purchasers’ ' representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Live Current Media Inc.), Securities Purchase Agreement (Live Current Media Inc.), Securities Purchase Agreement (Opgen Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.23.2 and based on the subscription amounts set forth on each Purchasers signature page, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Converted Organics Inc.), Securities Purchase Agreement (Converted Organics Inc.), Securities Purchase Agreement (Converted Organics Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designateddesignated such that shareholder approval would be required in order for the Company to issue the Securities in compliance with the rules and regulations of the Trading Market.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Neuralstem, Inc.), Securities Purchase Agreement (Neuralstem, Inc.), Securities Purchase Agreement (Neuralstem, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (China Security & Surveillance Technology, Inc.), Securities Purchase Agreement (China Security & Surveillance Technology, Inc.), Securities Purchase Agreement (China Bak Battery Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities securities to be integrated with prior offerings by the Company for purposes of (i) the Securities Act, or (ii) any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Tonix Pharmaceuticals Holding Corp.), Securities Purchase Agreement (Tonix Pharmaceuticals Holding Corp.), Securities Purchase Agreement (Tonix Pharmaceuticals Holding Corp.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ ' representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Top Ships Inc.), Securities Purchase Agreement (Top Ships Inc.), Securities Purchase Agreement (Top Ships Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor nor, to the Company’s knowledge, any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Presto Automation Inc.), Securities Purchase Agreement (Presto Automation Inc.), Securities Purchase Agreement (Presto Automation Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of (i) the Securities Act or (ii) any applicable shareholder stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Vaccinex, Inc.), Securities Purchase Agreement (Vaccinex, Inc.), Form of Securities Purchase Agreement (Intrusion Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Innovative Card Technologies Inc), Common Stock Purchase Agreement (Avigen Inc \De), Common Stock Purchase Agreement (Avigen Inc \De)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.23, neither the Company, nor nor, to the Company’s knowledge, any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 3 contracts
Samples: Secured Convertible Note Purchase Agreement (H-Cyte, Inc.), Secured Convertible Note and Warrant Purchase Agreement (FWHC Holdings, LLC), Secured Convertible Note and Warrant Purchase Agreement (H-Cyte, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.22.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Parkervision Inc), Stock Purchase Agreement (Parkervision Inc), Stock Purchase Agreement (Parkervision Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any provisions, including, without limitation, under the rules and regulations of the securities of the Company are listed or designatedTrading Market.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Verticalnet Inc), Securities Purchase Agreement (Verticalnet Inc), Securities Purchase Agreement (Verticalnet Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.23.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Bynd Cannasoft Enterprises Inc.), Securities Purchase Agreement (Luokung Technology Corp.), Securities Purchase Agreement (Sino-Global Shipping America, Ltd.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.23.2 herein, neither the Company, nor any of its controlled Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of (i) the Securities Act and (ii) any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Wisa Technologies, Inc.), Securities Purchase Agreement (Wisa Technologies, Inc.), Securities Purchase Agreement (Wisa Technologies, Inc.)
No Integrated Offering. Assuming the accuracy of the PurchasersHolders’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provision of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Exchange and Amendment Agreement (Gigabeam Corp), Securities Exchange Agreement (Oxford Media, Inc.), Securities Exchange and Amendment Agreement (Gigabeam Corp)
No Integrated Offering. Assuming the accuracy of the Purchasers’ each Purchaser’s representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any the Trading Market or any other exchange or market on which any of the securities of the Company are listed or designatedquoted.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Icosavax, Inc.), Securities Purchase Agreement (Omega Therapeutics, Inc.), Securities Purchase Agreement (Omega Therapeutics, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Debentures to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 3 contracts
Samples: Debenture Purchase Agreement (Luxeyard, Inc.), Debenture Purchase Agreement (Cytosorbents Corp), Debenture Purchase Agreement (BeesFree, Inc.)
No Integrated Offering. Assuming the accuracy of the PurchasersBuyers’ representations and warranties set forth in Section 3.22, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Common Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Principal Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (ONCOSEC MEDICAL Inc), Securities Purchase Agreement (Ampio Pharmaceuticals, Inc.), Securities Purchase Agreement (Ampio Pharmaceuticals, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes which would require the registration of any applicable shareholder approval provisions of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Integrity Applications, Inc.), Form of Securities Purchase Agreement (Integrity Applications, Inc.), Securities Purchase Agreement (Integrity Applications, Inc.)
No Integrated Offering. Assuming the accuracy of the PurchasersBuyers’ representations and warranties set forth in Section 3.22, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Principal Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Broadfin Capital, LLC), Securities Purchase Agreement (Biodelivery Sciences International Inc), Securities Purchase Agreement (Ampio Pharmaceuticals, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ each Purchaser’s representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Abeona Therapeutics Inc.), Securities Purchase Agreement (Ambrx Biopharma Inc.), Form of Subscription Agreement (VistaGen Therapeutics, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Crdentia Corp), Securities Purchase Agreement (Simtek Corp), Securities Subscription Agreement (Gentium S.p.A.)
No Integrated Offering. Assuming the accuracy of the PurchasersInvestors’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Millennium Quest Inc), Securities Purchase Agreement (New Paradigm Productions Inc), Securities Purchase Agreement (New Paradigm Productions Inc)
No Integrated Offering. Assuming the accuracy of the PurchasersPurchaser’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Digital Brands Group, Inc.), Securities Purchase Agreement (Digital Brands Group, Inc.), Securities Purchase Agreement (FACT, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2herein, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Aeterna Zentaris Inc.), Securities Purchase Agreement (Aeterna Zentaris Inc.), Securities Purchase Agreement (Aeterna Zentaris Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser's representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedprovisions.
Appears in 3 contracts
Samples: Securities Purchase Agreement (AFG Enterprises USA, Inc.), Securities Purchase Agreement (BPK Resources Inc), Securities Purchase Agreement (Maverick Oil & Gas, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings any other offering by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 2 contracts
Samples: Securities Purchase Agreement (RedHill Biopharma Ltd.), Securities Purchase Agreement (RedHill Biopharma Ltd.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, Company nor any of its Affiliates, nor any Person acting on its or their behalf behalves, has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, security under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Accelerize Inc.), Securities Purchase Agreement (NXT-Id, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provision of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Neogenomics Inc), Securities Purchase Agreement (Syzygy Entertainment LTD)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, neither the Company, Company nor any of its Affiliates, nor any Person acting on its or their behalf behalves, has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, security under circumstances that would cause this offering of the Securities Preferred Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 2 contracts
Samples: Series D Preferred Stock Purchase Agreement (SANUWAVE Health, Inc.), Series C Preferred Stock Purchase Agreement (SANUWAVE Health, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ ' representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any provisions, including, without limitation, under the rules and regulations of the securities of the Company are listed or designatedTrading Market.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Zone 4 Play Inc), Securities Purchase Agreement (Zone 4 Play Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior or future offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Sucampo Pharmaceuticals, Inc.), Securities Purchase Agreement (Cancer Prevention Pharmaceuticals, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provision of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Theater Xtreme Entertainment Group, Inc), Securities Purchase Agreement (Theater Xtreme Entertainment Group, Inc)
No Integrated Offering. Assuming Except for the Private Placement, assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, 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 of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Ontrak, Inc.), Securities Purchase Agreement (Ontrak, Inc.)
