Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, this Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (a) the Investor shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel prior to filing with the Commission, or (d) the Investor shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement), unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement). In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any acquisition or sale of Securities by the Investor, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission), together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the Investor.
Appears in 3 contracts
Samples: Common Stock Purchase Agreement (DryShips Inc.), Common Stock Purchase Agreement (DryShips Inc.), Common Stock Purchase Agreement (DryShips Inc.)
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the InvestorBuyer, this Agreement or any other Transaction Document or the transactions contemplated hereby or thereby or file with the Commission SEC any Prospectus Supplement that relates to the InvestorBuyer, this Agreement or any other Transaction Document or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor Buyer shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities 1933 Act) is required to be delivered in connection with any acquisition or sale of Securities by the InvestorBuyer, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, Securities without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorBuyer promptly.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Xiao-I Corp), Securities Purchase Agreement (Fisker Inc./De), Securities Purchase Agreement (Evofem Biosciences, Inc.)
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the InvestorBuyer, this Agreement Agreement, the Warrants or the transactions contemplated hereby or thereby or file with the Commission SEC any Prospectus Supplement that relates to the InvestorBuyer, this Agreement Agreement, the Warrants or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor Buyer shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act0000 Xxx) is required to be delivered in connection with any acquisition or sale of RD Securities by the InvestorBuyer, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, RD Securities without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorBuyer promptly.
Appears in 3 contracts
Samples: Securities Purchase Agreement (American Virtual Cloud Technologies, Inc.), Securities Purchase Agreement (American Virtual Cloud Technologies, Inc.), Securities Purchase Agreement (CBAK Energy Technology, Inc.)
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the InvestorBuyer, this Agreement Agreement, the Common Shares, the Warrants or the transactions contemplated hereby or thereby or file with the Commission SEC any Prospectus Supplement that relates to the InvestorBuyer, this Agreement Agreement, the Common Shares, the Warrants or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor Buyer shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act0000 Xxx) is required to be delivered in connection with any acquisition or sale of RD Securities by the InvestorBuyer, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, RD Securities without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorBuyer promptly.
Appears in 2 contracts
Samples: Securities Purchase Agreement (CAPSTONE TURBINE Corp), Securities Purchase Agreement (Clean Diesel Technologies Inc)
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the InvestorBuyer, this Agreement Agreement, the Warrants or the transactions contemplated hereby or thereby or file with the Commission SEC any Prospectus Supplement that relates to the InvestorBuyer, this Agreement Agreement, the Warrants or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor Buyer shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act1000 Xxx) is required to be delivered in connection with any acquisition or sale of RD Securities by the InvestorBuyer, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, RD Securities without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorBuyer promptly.
Appears in 2 contracts
Samples: Securities Purchase Agreement (ATIF Holdings LTD), Form of Securities Purchase Agreement (Sigma Labs, Inc.)
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the Investorany Buyer, this Agreement Agreement, the Certificate of Designations, the RD Securities, or the transactions contemplated hereby or thereby or file with the Commission SEC any Prospectus Supplement that relates to the Investorany Buyer, this Agreement Agreement, the Certificate of Designations, the RD Securities or the transactions contemplated hereby or thereby with respect to which (a) the Investor such Buyer shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor such Buyer or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor such Buyer shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the Investorsuch Buyer, the Investor such Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor such Buyer and the Company shall expeditiously furnish to the Investor such Buyer an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the Investoreach Buyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act1000 Xxx) is required to be delivered in connection with any acquisition or sale of RD Securities by the Investorsuch Buyer, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, RD Securities without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorBuyer promptly.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Magnegas Corp), Securities Purchase Agreement (Magnegas Corp)
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (ia) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, this Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (ai) the Investor shall not previously have been advised, (bii) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (ciii) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel prior to filing with the Commission, or (div) the Investor shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's ’s right to rely on the representations and warranties made by the Company in this Agreement), unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.41.3, and not this Section 5.85.7, shall apply with respect to the Initial Prospectus Supplement). In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any acquisition or sale of Securities by the Investor, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission), together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in "“.pdf" ” format to an e-mail account designated by the Investor.
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (Myomo, Inc.), Common Stock Purchase Agreement (Evofem Biosciences, Inc.)
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. The Company has not made, and agrees that unless it obtains the prior written consent of the Buyer it will not make, an offer relating to the Securities that would constitute an “issuer free writing prospectus” as defined in Rule 433 promulgated under the 1933 Act (ian “Issuer Free Writing Prospectus”) Except or that would otherwise constitute a “free writing prospectus” as provided defined in this Agreement and other than periodic and current reports Rule 405 promulgated under the 1933 Act (a “Free Writing Prospectus”) required to be filed pursuant by the Company or the Buyer with the SEC or retained by the Company or the Buyer under Rule 433 under the 1933 Act. The Buyer has not made, and agrees that unless it obtains the prior written consent of the Company it will not make, an offer relating to the Exchange Act, Securities that would constitute a Free Writing Prospectus required to be filed by the Company shall not file with the Commission any amendment SEC or retained by the Company under Rule 433 under the 1933 Act. Any such Issuer Free Writing Prospectus or other Free Writing Prospectus consented to by the Registration Statement that relates Buyer or the Company is referred to the Investor, in this Agreement or as a “Permitted Free Writing Prospectus.” The Company agrees that (x) it has treated and will treat, as the transactions contemplated hereby or file case may be, each Permitted Free Writing Prospectus as an Issuer Free Writing Prospectus and (y) it has complied and will comply, as the case may be, with the Commission requirements of Rules 164 and 433 under the 1933 Act applicable to any Prospectus Supplement that relates to the InvestorPermitted Free Writing Prospectus, this Agreement or the transactions contemplated hereby with including in respect to which (a) the Investor shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to of timely filing with the CommissionSEC, (c) legending and record keeping. Buyers consent to the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel prior to filing with the Commissionfollowing Issuer Free Writing Prospectus: Press Release on CRG Amendment and Board Changes, or (d) the Investor shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made issued by the Company in this Agreement)on May 17, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the Investor, the Investor shall be provided with 2018 and filed as a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement). In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any acquisition or sale of Securities by the Investor, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission), together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the Investorfree writing prospectus.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Broadfin Capital, LLC), Securities Purchase Agreement (Biodelivery Sciences International Inc)
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the InvestorBuyer, this Agreement or the transactions contemplated hereby or thereby or file with the Commission SEC any supplement (each, a “Prospectus Supplement Supplement”) to the initial Prospectus included in the Registration Statement at the time it was initially declared effective by the SEC (the “Initial Prospectus”) that relates to the InvestorBuyer, this Agreement or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor Buyer shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act0000 Xxx) is required to be delivered in connection with any acquisition or sale of Securities by the InvestorBuyer, the Company shall not file the Initial Prospectus or any (1) Prospectus Supplement with respect to the Securities, Securities without delivering or making available a copy of such Prospectus (including each Prospectus Supplement (in the form filed with the Commission), together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy effect as of such amendment to the Registration Statement (in the form filed with the Commissiontime, if any) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorBuyer promptly.
Appears in 2 contracts
Samples: Securities Purchase Agreement (My Size, Inc.), Securities Purchase Agreement (My Size, Inc.)
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement (as defined in the Registration Rights Agreement) that relates to the InvestorBuyer, this Agreement Agreement, the Note, the Warrant or the transactions contemplated hereby or thereby or file with the Commission SEC any Prospectus Supplement prospectus supplement that relates to the InvestorBuyer, this Agreement Agreement, the Note, the Warrant or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor Buyer shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus prospectus relating to the Registration Statement (“Prospectus”) to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 forty-eight (48) hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer within two (2) Business Days of receipt thereof and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act1000 Xxx) is required to be delivered in connection with any acquisition or sale of Securities by the InvestorBuyer, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, Securities without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorBuyer promptly.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Verus International, Inc.), Securities Purchase Agreement (Verus International, Inc.)
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the InvestorBuyer, this Agreement or the other Transaction Documents or the transactions contemplated hereby or thereby or file with the Commission SEC any Prospectus Supplement that relates to the InvestorBuyer, this Agreement or the other Transaction Documents or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor Buyer shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act1000 Xxx) is required to be delivered in connection with any acquisition or sale of Securities the Preferred Shares, Conversion Shares or Commitment Shares by the InvestorBuyer, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, such securities without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorBuyer promptly.
Appears in 2 contracts
Samples: Securities Purchase Agreement (xG TECHNOLOGY, INC.), Securities Purchase Agreement (xG TECHNOLOGY, INC.)
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (ia) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the InvestorPurchaser, this Agreement or the other Transaction Documents or the transactions contemplated hereby or thereby or file with the Commission any Prospectus Supplement that relates to the InvestorPurchaser, this Agreement or the other Transaction Documents or the transactions contemplated hereby or thereby with respect to which (a) the Investor Purchaser shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Purchaser or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor Purchaser shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 twenty-four (24) hours) so inform the InvestorPurchaser, the Investor Purchaser shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Purchaser and the Company shall expeditiously furnish to the Investor Purchaser an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorPurchaser, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any acquisition or sale of Securities the Registrable Shares by the InvestorPurchaser, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, such securities without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorPurchaser promptly.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Ault Alliance, Inc.), Securities Purchase Agreement (Ecoark Holdings, Inc.)
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the InvestorBuyer, this Agreement or the other Transaction Documents or the transactions contemplated hereby or thereby or file with the Commission SEC any Prospectus Supplement that relates to the InvestorBuyer, this Agreement or the other Transaction Documents or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor Buyer shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act0000 Xxx) is required to be delivered in connection with any acquisition or sale of Securities the Preferred Shares, Conversion Shares or Commitment Shares by the InvestorBuyer, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, such securities without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorBuyer promptly.
Appears in 1 contract
Samples: Securities Purchase Agreement (xG TECHNOLOGY, INC.)
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports and current reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the InvestorBuyer, this Agreement or the transactions contemplated hereby or thereby or file with the Commission SEC any supplement (each, a “Prospectus Supplement Supplement”) to the initial Prospectus included in the Registration Statement at the time it was initially declared effective by the SEC (the “Initial Prospectus”) that relates to the InvestorBuyer, this Agreement or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor Buyer shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act1930 Xxx) is xs required to be delivered in connection with any acquisition or sale of Securities by the InvestorBuyer, the Company shall not file the Initial Prospectus or any (1) Prospectus Supplement with respect to the Securities, Securities without delivering or making available a copy of such Prospectus (including each Prospectus Supplement (in the form filed with the Commission), together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy effect as of such amendment to the Registration Statement (in the form filed with the Commissiontime, if any) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorBuyer promptly.
Appears in 1 contract
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (ia) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, this Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (ai) the Investor shall not previously have been advised, (bii) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (ciii) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel prior to filing with the Commission, or (div) the Investor shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's ’s right to rely on the representations and warranties made by the Company in this Agreement), unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.41.3, and not this Section 5.85.7, shall apply with respect to the Initial Prospectus SupplementRegistration Statement). In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any acquisition or sale of Securities by the Investor, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission), together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in "“.pdf" ” format to an e-mail account designated by the Investor.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Spectaire Holdings Inc.)
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the InvestorBuyer, this Agreement or any other Transaction Document or the transactions contemplated hereby or thereby or file with the Commission SEC any Prospectus Supplement that relates to the InvestorBuyer, this Agreement or any other Transaction Document or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor Buyer shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities 1933 Act) is required to be delivered in connection with any acquisition or sale of Securities by the InvestorBuyer, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, Securities without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorBuyer promptly.
Appears in 1 contract
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, this Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (a) the Investor shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel prior to filing with the Commission, or (d) the Investor shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's ’s right to rely on the representations and warranties made by the Company in this Agreement), unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement). In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any acquisition or sale of Securities by the Investor, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission), together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" pdf” format to an e-mail account designated by the Investor.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Santa Fe Gold CORP)
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic reports and current reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the InvestorBuyer, this Agreement or the transactions contemplated hereby or thereby or file with the Commission SEC any supplement (each, a “Prospectus Supplement Supplement”) to the initial Prospectus included in the Registration Statement at the time it was initially declared effective by the SEC (the “Initial Prospectus”) that relates to the InvestorBuyer, this Agreement or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor Buyer shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act1000 Xxx) is required to be delivered in connection with any acquisition or sale of Securities by the InvestorBuyer, the Company shall not file the Initial Prospectus or any (1) Prospectus Supplement with respect to the Securities, Securities without delivering or making available a copy of such Prospectus (including each Prospectus Supplement (in the form filed with the Commission), together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy effect as of such amendment to the Registration Statement (in the form filed with the Commissiontime, if any) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorBuyer promptly.
Appears in 1 contract
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the InvestorBuyer, this Agreement or the other Transaction Documents or the transactions contemplated hereby or thereby or file with the Commission SEC any Prospectus Supplement that relates to the InvestorBuyer, this Agreement or the other Transaction Documents or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor Buyer shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act0000 Xxx) is required to be delivered in connection with any acquisition or sale of Securities the Preferred Shares or the Conversion Shares by the InvestorBuyer, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, such securities without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorBuyer promptly.
Appears in 1 contract
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, this Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (a) the Investor shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel prior to filing with the Commission, or (d) the Investor shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's ’s right to rely on the representations and warranties made by the Company in this Agreement), unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement). In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any acquisition or sale of Securities by the Investor, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission), together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in "“.pdf" ” format to an e-mail account designated by the Investor.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Alexza Pharmaceuticals Inc.)
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (ia) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the InvestorPurchaser, this Agreement or the other Transaction Documents or the transactions contemplated hereby or thereby or file with the Commission any Prospectus Supplement that relates to the InvestorPurchaser, this Agreement or the other Transaction Documents or the transactions contemplated hereby or thereby with respect to which (a) the Investor Purchaser shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Purchaser or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor Purchaser shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 twenty-four (24) hours) so inform the InvestorPurchaser, the Investor Purchaser shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Purchaser and the Company shall expeditiously furnish to the Investor Purchaser an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorPurchaser, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any acquisition or sale of Securities the Warrants, Warrant Shares or the Commitment Shares by the InvestorPurchaser, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, such securities without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorPurchaser promptly.
Appears in 1 contract
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the InvestorBuyer, this Agreement or any other Transaction Document or the transactions contemplated hereby or thereby or file with the Commission SEC any Prospectus Supplement that relates to the InvestorBuyer, this Agreement or any other Transaction Document or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor Buyer shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities 1933 Act) is required to be delivered in connection with any acquisition or sale of Securities by the InvestorBuyer, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, Securities without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorBuyer promptly.
Appears in 1 contract
Samples: Securities Purchase Agreement (Workhorse Group Inc.)
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the Investorany Buyer, this Agreement Agreement, the Statements of Designations, the Preferred Shares, the Warrants, or the transactions contemplated hereby or thereby or file with the Commission SEC any Prospectus Supplement that relates to the Investorany Buyer, this Agreement Agreement, the Statements of Designations, the Preferred Shares, the Warrants or the transactions contemplated hereby or thereby with respect to which (a) the Investor such Buyer shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor such Buyer or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor such Buyer shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the Investorsuch Buyer, the Investor such Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor such Buyer and the Company shall expeditiously furnish to the Investor such Buyer an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the Investoreach Buyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act0000 Xxx) is required to be delivered in connection with any acquisition or sale of RD Securities by the Investorsuch Buyer, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, RD Securities without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorBuyer promptly.
Appears in 1 contract
Samples: Securities Purchase Agreement (Diana Containerships Inc.)
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement (as defined in the Registration Rights Agreement) that relates to the InvestorBuyer, this Agreement Agreement, the Note, the Warrant or the transactions contemplated hereby or thereby or file with the Commission SEC any Prospectus Supplement prospectus supplement that relates to the InvestorBuyer, this Agreement Agreement, the Note, the Warrant or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor Buyer shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus prospectus relating to the Registration Statement (“Prospectus”) to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 forty-eight (48) hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer within two (2) Business Days of receipt thereof and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act0000 Xxx) is required to be delivered in connection with any acquisition or sale of Securities by the InvestorBuyer, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, Securities without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorBuyer promptly.
Appears in 1 contract
Samples: Securities Purchase Agreement (ARJ Consulting, LLC)
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the InvestorBuyer, this Agreement or any other Transaction Document, the Notes, the Warrants or the transactions contemplated hereby or thereby or file with the Commission SEC any Prospectus Supplement that relates to the InvestorBuyer, this Agreement or any other Transaction Document, the Notes, the Warrants or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor Buyer shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act0000 Xxx) is required to be delivered in connection with any acquisition or sale of Securities by the InvestorBuyer, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, Securities without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorBuyer promptly.
Appears in 1 contract
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the Investor, this the Agreement or the transactions contemplated hereby or file with the Commission any Prospectus Supplement that relates to the Investor, this Agreement or the transactions contemplated hereby with respect to which (a) the Investor shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the Investor, the Investor shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor and the Company shall expeditiously furnish to the Investor an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the Investor, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any acquisition or sale purchase of Securities Shares by the Investor, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, Shares without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after promptly. The Company has not made, and agrees that unless it obtains the prior written consent of the Investor it will not make, an offer relating to the Shares that would constitute an Issuer Free Writing Prospectus or that would otherwise constitute a Free Writing Prospectus required to be filed by the Company or the Investor with the Commission or retained by the Company or the Investor under Rule 433 under the Securities Act. The Investor has not made, and agrees that unless it obtains the prior written consent of the Company it will not make, an offer relating to the Shares that would constitute a Free Writing Prospectus required to be filed by the Company with the Commission or retained by the Company under Rule 433 under the Securities Act. Any such Issuer Free Writing Prospectus or other Free Writing Prospectus consented to by the Investor or the Company is referred to in this Agreement as a “Permitted Free Writing Prospectus.” The Company agrees that (x) it has treated and will treat, as the case may be, each Permitted Free Writing Prospectus as an Issuer Free Writing Prospectus and (y) it has complied and will comply, as the case may be, with the requirements of Rules 164 and 433 under the Securities Act applicable to any Permitted Free Writing Prospectus, including in respect of timely filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the Investorlegending and record keeping.
Appears in 1 contract
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (ia) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the InvestorPurchasers, this Agreement or the other Transaction Documents or the transactions contemplated hereby or thereby or file with the Commission any Prospectus Supplement that relates to the InvestorPurchasers, this Agreement or the other Transaction Documents or the transactions contemplated hereby or thereby with respect to which (a) the Investor Purchasers shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Purchasers or its counsel prior to filing with the Commissiontheir counsel, or (dc) the Investor Purchasers shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 twenty-four (24) hours) so inform the InvestorPurchasers, the Investor Purchasers shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Purchasers and the Company shall expeditiously furnish to the Investor Purchasers an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorPurchasers, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any acquisition or sale of Securities the Conversion Shares or Registered Shares by the InvestorPurchasers, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, such securities without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorPurchasers promptly.
Appears in 1 contract
Samples: Securities Purchase Agreement (New Age Beverages Corp)
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the InvestorBuyer, this Agreement or any Transaction Document or the transactions contemplated hereby or thereby or file with the Commission SEC any Prospectus Supplement that relates to the InvestorBuyer, this Agreement or any Transaction Document or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor Buyer shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities 1933 Act) is required to be delivered in connection with any acquisition or sale of Securities by the InvestorBuyer, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, Securities without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorBuyer promptly.
Appears in 1 contract
Samples: Securities Purchase Agreement (American Virtual Cloud Technologies, Inc.)
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the InvestorBuyer, this Agreement Agreement, the Indenture, the Notes, the Warrants or the transactions contemplated hereby or thereby or file with the Commission SEC any Prospectus Supplement that relates to the InvestorBuyer, this Agreement Agreement, the Indenture, the Notes, the Warrants or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor Buyer shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act0000 Xxx) is required to be delivered in connection with any acquisition or sale of RD Securities by the InvestorBuyer, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, RD Securities without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorBuyer promptly.
Appears in 1 contract
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the InvestorBuyer, this Agreement Agreement, the Indenture, the Notes or the transactions contemplated hereby or thereby or file with the Commission SEC any Prospectus Supplement that relates to the InvestorBuyer, this Agreement Agreement, the Indenture, the Notes or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor Buyer shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act0000 Xxx) is required to be delivered in connection with any acquisition or sale of Securities (other than the Series A Warrant Shares and the Series B Warrant Shares) by the InvestorBuyer, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, Securities (other than the Series A Warrant Shares and the Series B Warrant Shares) without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorBuyer promptly.
Appears in 1 contract
Samples: Securities Purchase Agreement (Pacific Ethanol, Inc.)
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the InvestorBuyer, this Agreement or any other Transaction Document or the transactions contemplated hereby or thereby or file with the Commission SEC any Prospectus Supplement that relates to the InvestorBuyer, this Agreement or any other Transaction Document or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor Buyer shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act1000 Xxx) is required to be delivered in connection with any acquisition or sale of Securities by the InvestorBuyer, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, Securities without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorBuyer promptly.
Appears in 1 contract
Samples: Securities Purchase Agreement (One Stop Systems, Inc.)
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange Act, the Company shall not file with the Commission any amendment to the Registration Statement that relates to the InvestorPurchaser, this Agreement or the transactions contemplated hereby or thereby or file with the Commission any Prospectus Supplement that relates to the InvestorPurchaser, this Agreement or the transactions contemplated hereby or thereby with respect to which (a) the Investor Purchaser shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Purchaser or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor Purchaser shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the InvestorPurchaser, the Investor Purchaser shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Purchaser and the Company shall expeditiously furnish to the Investor Purchaser an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorPurchaser, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act) is required to be delivered in connection with any acquisition or sale of Securities by the InvestorPurchaser, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, Securities without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorPurchaser promptly.
Appears in 1 contract
Amendments to the Registration Statement; Prospectus Supplements; Free Writing Prospectuses. (i) Except as provided in this Agreement and other than periodic and current reports required to be filed pursuant to the Exchange 1934 Act, the Company shall not file with the Commission SEC any amendment to the Registration Statement that relates to the InvestorBuyer, this Agreement or the other Transaction Documents or the transactions contemplated hereby or thereby or file with the Commission SEC any Prospectus Supplement that relates to the InvestorBuyer, this Agreement or the other Transaction Documents or the transactions contemplated hereby or thereby with respect to which (a) the Investor Buyer shall not previously have been advised, (b) the Company shall not have given the Investor and its counsel a reasonable opportunity to comment on a draft thereof prior to filing with the Commission, (c) the Company shall not have given due consideration to any comments thereon received from the Investor Buyer or its counsel prior to filing with the Commissioncounsel, or (dc) the Investor Buyer shall reasonably object after being so advised or after having completed its review (provided, however, that the failure of the Investor to make such objection shall not relieve the Company of any obligation or liability under this Agreement or affect the Investor's right to rely on the representations and warranties made by the Company in this Agreement)advised, unless the Company reasonably has determined that it is necessary to amend the Registration Statement or make any supplement to the Prospectus to comply with the Securities 1933 Act or any other applicable law or regulation, in which case the Company shall promptly (but in no event later than 24 hours) so inform the InvestorBuyer, the Investor Buyer shall be provided with a reasonable opportunity to review and comment upon any disclosure relating to the Investor Buyer and the Company shall expeditiously furnish to the Investor Buyer an electronic copy thereof (it being acknowledged and agreed that the provisions of Section 1.4, and not this Section 5.8, shall apply with respect to the Initial Prospectus Supplement)thereof. In addition, for so long as, in the reasonable opinion of counsel for the InvestorBuyer, the Prospectus (or in lieu thereof, the notice referred to in Rule 173(a) under the Securities Act1000 Xxx) is required to be delivered in connection with any acquisition or sale of Securities the Convertible Promissory Note or Conversion Shares by the InvestorBuyer, the Company shall not file any (1) Prospectus Supplement with respect to the Securities, such securities without delivering or making available a copy of such Prospectus Supplement (in the form filed with the Commission)Supplement, together with the Base Prospectus, to the Investor promptly after the filing thereof with the Commission, or (2) any amendment to the Registration Statement, without promptly delivering or making available a copy of such amendment to the Registration Statement (in the form filed with the Commission) to the Investor promptly after the filing thereof with the Commission, in each case via e-mail in ".pdf" format to an e-mail account designated by the InvestorBuyer promptly.
Appears in 1 contract
Samples: Securities Purchase Agreement (China Ceramics Co., LTD)
