Common use of Agent’s Review of Proposed Amendments and Supplements Clause in Contracts

Agent’s Review of Proposed Amendments and Supplements. Prior to amending or supplementing the Registration Statement (excluding (i) the filing under the Exchange Act of documents incorporated by reference into the Registration Statement that either (A) do not name the Agents and do not relate to the transactions contemplated by this Agreement or (B) include disclosure naming the Agents and regarding the transactions contemplated by this Agreement that is limited to disclosure of periodic sales pursuant to this Agreement, and (ii) amendments or supplements that do not name the Agents and do not relate to the transactions contemplated by this Agreement) or the Prospectus (excluding any amendment or supplement through incorporation of any report filed under the Exchange Act), the Company shall furnish to the Agents for review, a reasonable amount of time prior to the proposed time of filing or use thereof, a copy of each such proposed amendment or supplement, and the Company shall not file or use any such proposed amendment or supplement without the Agents’ prior consent, which shall not be unreasonably withheld, conditioned or delayed. The Company shall file with the Commission within the applicable period specified in Rule 424(b) under the Securities Act any prospectus required to be filed pursuant to such Rule.

Appears in 5 contracts

Samples: Sales Agreement (MICROSTRATEGY Inc), Sales Agreement (MICROSTRATEGY Inc), Sales Agreement (MICROSTRATEGY Inc)

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Agent’s Review of Proposed Amendments and Supplements. Prior to amending or supplementing the Registration Statement (including any registration statement filed under Rule 462(b) under the Securities Act, but excluding (i) the filing documents filed under the Exchange Act of documents and incorporated by reference into in the Registration Statement that either (A) do not name the Agents Agent and do not relate to the transactions contemplated by this Agreement or (B) only include disclosure naming the Agents and regarding the transactions contemplated by this Agreement that is limited relating to disclosure of periodic sales pursuant to this Agreement, and (ii) amendments or supplements that do not name the Agents Agent and do not relate to the transactions contemplated by this Agreement) or the Prospectus (excluding any amendment or supplement through incorporation of any report filed under the Exchange Act), the Company shall furnish to the Agents Agent for review, a reasonable amount of time prior to the proposed time of filing or use thereof, a copy of each such proposed amendment or supplement, and the Company shall not file or use any such proposed amendment or supplement without the Agents’ Agent’s prior consent, which shall not be unreasonably withheld, conditioned or delayed. The Company shall , and to file with the Commission within the applicable period specified in Rule 424(b) under the Securities Act any prospectus required to be filed pursuant to such Rule.

Appears in 2 contracts

Samples: Open Market Sale Agreement (LGL Group Inc), Open Market Sale Agreement (LogicBio Therapeutics, Inc.)

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Agent’s Review of Proposed Amendments and Supplements. Prior to amending or supplementing the Registration Statement (excluding (iincluding any registration statement filed under Rule 462(b) the filing under the Exchange Act of documents incorporated by reference into the Registration Statement that either (A) do not name the Agents and do not relate to the transactions contemplated by this Agreement or (B) include disclosure naming the Agents and regarding the transactions contemplated by this Agreement that is limited to disclosure of periodic sales pursuant to this Agreement, and (ii) amendments or supplements that do not name the Agents and do not relate to the transactions contemplated by this AgreementSecurities Act) or the Prospectus (excluding any amendment or supplement through incorporation of any report filed under the Exchange Act)) insofar as such proposed amendment or supplement relates to the Shares or the transactions contemplated hereby, the Company shall furnish to the Agents Agent for review, a reasonable amount of time prior to the proposed time of filing or use thereof, a copy of each such proposed amendment or supplement, and the Company shall not file or use any such proposed amendment or supplement without the Agents’ Agent’s prior consent, which shall not be unreasonably withheld, conditioned or delayed. The Company , and shall file with the Commission within the applicable period specified in Rule 424(b) under the Securities Act any prospectus required to be filed pursuant to such Rule; provided, however, that in no event shall this Section 4(d) apply to the filing of any documents incorporated by reference into the Registration Statement or Prospectus.

Appears in 1 contract

Samples: Open Market Sale Agreement (Humacyte, Inc.)

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