Common use of Private Offering Clause in Contracts

Private Offering. Neither the Company nor anyone acting on its behalf will offer any securities of the Company for issuance or sale to, or solicit any offer to acquire any of the same from, any person or entity so as to make the issuance and sale of the Shares subject to the registration requirements of Section 5 of the Securities Act.

Appears in 5 contracts

Samples: Stock Purchase Agreement (Ophidian Pharmaceuticals Inc), Stock Purchase Agreement (Lilly Eli & Co), Stock Purchase Agreement (Ophidian Pharmaceuticals Inc)

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Private Offering. Neither the Company nor anyone acting on its behalf will offer has offered any securities of the Company Stock or similar securities for issuance or sale to, or solicit solicited any offer to acquire any of the same from, any person or entity anyone so as to make the issuance and sale of the Shares Stock subject to the registration requirements of Section 5 of the Securities Act.

Appears in 5 contracts

Samples: Preferred Stock Purchase Agreement (Printcafe Inc), Stock Purchase Agreement (Printcafe Inc), Preferred Stock Purchase Agreement (Printcafe Software Inc)

Private Offering. Neither The Company agrees that neither the Company nor anyone acting on its behalf will offer any securities of the Company Shares or any similar securities for issuance or sale to, or solicit any offer offering to acquire any of the same from, any person or entity anyone so as to make the sale and issuance and sale of the Shares subject to the registration requirements of Section 5 of the Securities Act of 1933, as amended (the "Securities Act").

Appears in 5 contracts

Samples: Preferred Stock Purchase Agreement (Netratings Inc), Preferred Stock Purchase Agreement (Avistar Communications Corp), Preferred Stock Purchase Agreement (Netratings Inc)

Private Offering. Neither The Company agrees that neither the Company nor anyone acting on its behalf will offer any securities of the Company Shares or any similar securities for issuance or sale to, or solicit any offer to acquire any of the same from, anyone or take any person or entity other action so as to make the issuance and sale of the Shares subject to the registration requirements of Section 5 of the Securities Act of 1933, as amended (the "Securities Act").

Appears in 3 contracts

Samples: Preferred Stock Purchase Agreement (Adknowledge Inc), Series E Preferred Stock Purchase Agreement (Concur Technologies Inc), Preferred Stock Purchase Agreement (Concur Technologies Inc)

Private Offering. Neither The Company agrees that neither the Company nor anyone acting authorized to act on its behalf will offer the Securities or any part thereof or any similar securities of the Company for issuance or sale to, or solicit any offer to acquire any of the same from, any person or entity anyone so as to make the issuance and sale of the Shares Securities subject to the registration requirements of Section 5 of the Securities Act.

Appears in 3 contracts

Samples: Subscription Agreement (Novint Technologies Inc), Note and Restricted Stock Purchase Agreement (CelLynx Group, Inc.), Subscription Agreement (Neonode, Inc)

Private Offering. Neither the Company nor anyone acting on its behalf will offer has offered any securities of the Company for issuance or sale to, or solicit solicited any offer to acquire any of the same from, any person or entity so as to make the issuance and sale of the Shares subject to the registration requirements of Section 5 of the Securities Act of 1933, as amended ("Securities Act").

Appears in 3 contracts

Samples: Stock Purchase Agreement (Ophidian Pharmaceuticals Inc), Stock Purchase Agreement (Ophidian Pharmaceuticals Inc), Stock Purchase Agreement (Ophidian Pharmaceuticals Inc)

Private Offering. Neither The Company agrees that neither the Company nor ---------------- anyone acting on its behalf will offer any securities of the Company Shares or any similar securities for issuance or sale to, or solicit any offer to acquire any of the same from, any person or entity so anyone in such a way as to make the issuance and sale of the Shares subject to the registration requirements of Section 5 of the Securities Act of 1933, as amended (the "Securities Act").

Appears in 2 contracts

Samples: Restricted Stock Purchase Agreement (2bridge), Restricted Stock Purchase Agreement (2bridge)

Private Offering. Neither the The Company agrees that neither it nor anyone acting on its behalf has offered or will offer the Purchased Shares or the Underlying Common Stock, or any part thereof, or any similar securities of the Company for issuance issue or sale to, or has solicited or will solicit any offer to acquire any of the same from, any person or entity anyone so as to make bring the issuance and sale of the Purchased Shares subject to within the registration requirements provisions of Section 5 of the Securities Act.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (Nuco2 Inc /Fl), Preferred Stock Purchase Agreement (Nuco2 Inc /Fl)

Private Offering. Neither the Company nor nor, to the Company's best knowledge, anyone acting on its behalf will offer has offered any securities of the Company for issuance or sale to, or solicit solicited any offer to acquire any of the same from, any person or entity so as to make the issuance and sale of the Shares subject to the registration requirements of Section 5 of the Securities Act of 1933, as amended ("Securities Act").

Appears in 2 contracts

Samples: Stock Purchase Agreement (Lilly Eli & Co), Stock Purchase Agreement (Seragen Inc)

Private Offering. Neither the Company nor anyone acting on its behalf will offer has offered any securities of the Company Shares or any similar securities for issuance or sale to, or solicit solicited any offer to acquire any of the same from, any person or entity anyone so as to make the issuance and sale of the Shares subject to the registration requirements of Section 5 of the Securities Act of 1933, as amended, including the rules and regulations promulgated thereunder (the "Securities Act").

Appears in 1 contract

Samples: Stock Purchase Agreement (Exelixis Inc)

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Private Offering. Neither the Company Company, nor anyone acting on its behalf will offer has offered any securities of the Company Preferred Shares or any similar securities for issuance or sale to, or solicit solicited any offer to acquire any of the same from, any person or entity anyone so as to make the issuance and sale of the Preferred Shares or the transfer and sale of the Common Shares subject to the registration requirements of Section 5 of the Securities Act.

Appears in 1 contract

Samples: Stock Purchase Agreement (Eroomsystem Technologies Inc)

Private Offering. Neither The Company agrees that neither the Company nor anyone acting on its behalf will offer any securities of the Company Shares or any similar securities for issuance or sale to, or solicit any offer to acquire any of the same from, any person or entity anyone so as to make the issuance and sale of the Shares subject to the registration requirements of Section 5 of the Securities Act of 1933, as amended (the "Securities Act").

Appears in 1 contract

Samples: Information and Registration Rights Agreement (Microcide Pharmaceuticals Inc)

Private Offering. Neither the Company nor anyone any Person acting ---------------- on its behalf has offered or will offer the Warrants, the Warrant Stock, or any part thereof or any similar securities of the Company for issuance issue or sale to, or has solicited or will solicit any offer to acquire any of the same from, any person or entity anyone so as to make cause the issuance and sale of Warrants or the Shares subject Warrant Stock to be required to be registered pursuant to the registration requirements provisions of Section 5 of the Securities Act.

Appears in 1 contract

Samples: Warrant Agreement (Inland Resources Inc)

Private Offering. Neither the Company Company, either Shareholder, nor anyone acting on its or his behalf will offer has offered any securities of the Company Shares or any similar securities for issuance or sale to, or solicit solicited any offer to acquire any of the same from, any person or entity anyone so as to make the issuance and sale of the Preferred Shares or the transfer and sale of the Common Shares subject to the registration requirements of Section 5 of the Securities Act.

Appears in 1 contract

Samples: Stock Purchase Agreement (Tomax Corp)

Private Offering. Neither the Company nor anyone any Person acting on its behalf has offered or will offer the Warrants, the Warrant Stock, or any part thereof or any similar securities of the Company for issuance issue or sale to, or has solicited or will solicit any offer to acquire any of the same from, any person or entity anyone so as to make cause the issuance and sale of Warrants or the Shares subject Warrant Stock to be required to be registered pursuant to the registration requirements provisions of Section 5 of the Securities Act.

Appears in 1 contract

Samples: Warrant Agreement (Inland Resources Inc)

Private Offering. Neither the The Company has not (nor has anyone acting on its behalf will offer behalf) offered the Securities or any part thereof or any similar securities of the Company for issuance issue or sale to, or solicit solicited any offer to acquire any of the same from, any person or entity anyone so as to make bring the issuance and sale of any of the Shares subject to Securities within the registration requirements provisions of Section 5 of the Securities ActAct or the provisions of any securities or blue sky law of any applicable jurisdiction.

Appears in 1 contract

Samples: Senior Subordinated Loan Agreement (Symmetry Medical Inc.)

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